Guildless
by PuzzlesAndDragonBalls
Summary: A lone mage without name or explanation appears at Fairy Tail at the call of the Master, but there is more to this stranger than can be seen. Her mystery magic, a new guild in the Baram Alliance, an attack on Fairy Tail, a blast from the past, and a demon from the Book of Zeref are the newest challenge to Fairy Tail's survival. -Rated T for language and violence. Will be very long.
1. Prologue

**Hello! Leggy's girl again, here to share my FT story! Hope anyone reading is enjoying! I'm hoping to keep up the quota of one chapter per week, so I hopefully will keep this up, at least until the end of the summer.**

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 **Prologue**

In an alley near Fairy Tail's guild hall in the fall of 784, a dark figure moved silently through the trees around the city and into Magnolia's deserted streets. A dark cloak was all that was visible of the stranger who slipped through the dimly lit streets.

But the visitor wasn't alone.

"I was hoping to find you here." A wizened, short man stood at the mouth of the alley, the Wizard Saint emblem across his cape.

The hooded figure turned sharply, cloak whirling as knives appeared in black-gloved hands from the folds of the cloak, but disappeared moments after. A feminine voice said, "You shouldn't approach like this. It's rather rude, Makarov." A sigh. "How did you find me?"

The guild master asked, "Why does it matter?"

The girl roughly replied, "I want to make sure it will never happen again."

Makarov shook his head. "You're still as fiery as ever."

The girl crossed her arms, her copper skin standing out against the black of her cloak and the black bandages that coated her hands and biceps. "I assume you didn't just come here so we could reminisce."

Makarov admitted, "Yes. I came because I'm worried about you. You've been running for six years, child. You can't live as a runaway forever."

She defensively growled, "I can survive anywhere, thank you very much."

Makarov insisted, "You run place to place, never staying in one place for more than a week. You have no money, you live off the land, and have no friends or place to call home. You're too young to live like this."

It was silent until the girl turned and started walking away, softly saying, "I don't have time for this."

Makarov hung his head. "Then you force my hand. I call you to repay your debt."

The girl froze in her tracks, fists clenching. "... What do you want from me?"

Makarov said, "One month. 30 days with the guild."

She protested, "I can't stay in one place for that long! You're asking me to put your guild in danger!"

Makarov simply repeated, "One month."

The girl tensed, then her shoulders went slack. "Alright. You win. One month, and then my debt is paid."

Makarov nodded. "Good. Until morning."

The girl gave a sharp nod, then suddenly, there was no one in the alley but Makarov. The guild master shook his head. "So much fear and pain. I can't leave her on this path. No..." He closed his eyes, thinking, _I'll save her from herself. Somehow._


	2. Inferno of Rumors

Only days after the Fantasia Parade, the Master had an announcement. Yelling loudly from his place on the railing, he called, "Attention Fairy Tail! I ask for a moment!"

"Everyone quieted, but several still whispered.

"What's up?"

"Do you think it's about Laxus?"

"Maybe the Master's retiring for real this time- I mean, we did all fight each other. It had to have been hard to watch. Maybe he's finally calling it quits."

Makarov broke off the chatter, announcing, "We have a guest in the guild for the next month. The mage Guildless will be staying with us."

Shock spread like wildfire through the guild hall, evident on the faces of the wizards.

Erza gasped, "Guildless? Here?"

Lucy frowned, looking to Mirajane behind the bar. "Guildless? Who's that? It sounds familiar, but I can't place it."

Mirajane explained, "A nameless wizard who goes around fighting dark guilds. All anyone really knows is that she's a girl and she uses Lost Magic. The Magic Council and just about every dark guild wants her head, but no one's ever seen her up close, much less caught her." Mira glanced worriedly at Makarov. "I hope Master knows what he's doing..."

Lucy murmured, "Guildless... I think I read something about her."

Natsu suddenly raced up to Gramps and excitedly rambled, "Ah yeah, I'm going to fight Guildless the minute she shows her mask! What if I take her mask as a trophy? Oh, I'm fired up now!"

Makarov gave him a sharp glare. "You'll do nothing of the sort! No one is to challenge Guildless or delve into her personal life. She is here at personal request of mine and anyone who forgets this..." A devilish gleam appeared in the Master's eyes, the threat not needing finishing.

Natsu's fires quickly quelled, though it was obvious he was still intent on a fight. "I'll leave her alone..."

"Actually, if they want to challenge me, let them." Everyone turned to lay eyes on the cloaked figure that had appeared next to Gramps. Fairly tall and hidden by the black cloak, her face was too shadowed to see beneath. "If I have to prove to them I'm not to be trifled with, then there's nothing else to be done about it."

Shock kept growing, Natsu trading shock for a grin. "Oh yeah! Let's rumble!"

He leapt into the air toward Guildless, fists flaming. Guildless held a hand forward, everyone's vision going black for a few moments, causing cries of panic. When the flash of darkness ended, Natsu lay on the ground, his clothes peppered with holes, having been disoriented by the darkness enough to take whatever attack she used.

The black magic circle at her palm disappearing, Guildless inquired, "Would anyone else like to challenge my strength?" When no answer met her, she asserted, "Good."

She leaned against the farthest wall, almost swallowed by the shadow of the balcony.

Lucy stared in terrified awe. "Natsu... was down... in one spell?"

Mirajane nodded gravely. "If the Master's called in a favor from Guildless, he must be really worried."

Lucy did as everyone else was- she cast glimpses at Guildless, trying not to be caught staring, though it was impossible to know if the wizard was looking or not with her hood and mask.

Seconds later, Lucy murmured, "I wonder..." Looking at Mira, she said, "I'm going to run home quick. If Natsu asks, I'm not there!"

Lucy set off at a jog back toward her apartment, arriving quickly and glancing around her room. It has to be somewhere, she thought. It can't have gotten too far.

Lucy searched her table, rummaged under her bed, and shuffled through her dresser, no results found. Yet when she looked in her desk, she found what she needed. "Yes! Okay, issue... Oh, what was it?"

She flipped through the handful of Sorcerer Weekly magazines until she found one from a few weeks ago. Pulling it from the others, she flicked through the pages until she found a two-page article about a mysterious mage, titled Guildless: Who Is She?

Lucy murmured, "I knew I'd heard of her before!"

Reading through, the column was debating theories of who Guildless could be, what she looked like, or what her powers really were. Pictures were scattered across the pages- fuzzy images of a dark form, far-off pictures of swirling cloth.

In the center of the passage, a single picture was the most praised: a clear shot of a cloaked figure, face turned to the viewer, the hood over her head making it impossible to see the face of the person.

Lucy mused to herself, _I've already seen more of Guildless than most people do in all their lives. Incredible._

Despite the collection of around ten theories, ranging from Porlyusica reliving the glory days to Karen Lilica having faked her death and now acting as a solo wizard, nothing seemed extremely plausible to Lucy. She knew Master had forbidden nosing around... but her curiosity was nearly overwhelming.

Lucy looked through the article again, reading for something she could've missed, but she could find nothing.

She slumped in her chair, complaining, "Ah man, I thought I was really onto something."

"What'cha doing?"

Lucy turned and yelped to find Natsu sitting at her table, chewing on a chicken leg. Lucy grabbed her chair and cracked it over his head, yelling, "Get out of my house!"

Happy flicked through the magazine Lucy had set down, asking, "So you're disobeying the Master, huh?"

Lucy quickly turned to hail her chaired wrath upon Happy. "That's not yours, cat!"

Natsu rubbed his head while Happy flew up out of reach, already bruising. However, he still held the magazine. Throwing it to Natsu, the fire wizard grinned as he saw the highlight on the cover, Guildless' cloak wrapped around the words New Theories Come to Light!

Natsu exclaimed, "Awesome! Tell ya what, Lucy. We won't tell Gramps about this if you tell us what you found! Which theory is right?"

Lucy smirked. "You wouldn't tell him. I know you, Natsu."

Dragneel then fell to lesser methods. Kneeling at her feet, Natsu begged, "Come on, you know something! Just tell me how to beat Guildless!"

Lucy growled in annoyance, "I don't know, now get out of my house!"

Natsu sighed, his excitment deflated as he said, "Well, thanks anyway, Lucy," before jumping out the window.

Lucy yelled after, "Use the door next time you break in!"


	3. Alliance of Guilds and a Guildless

**Hello! I'm surprised I have a small following already, but I really appreciate your support! I hope you'll enjoy this chapter, even if it's a little short.**

 **I'd like to add that I am going off the English Dub, simply because it's more available to me in my position of little internet.**

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Chapter 2: Alliance of Guilds and a Guildless

As the strongest team returned, they found the hall quiet, everyone quietly listening to Guildless' powerful tone. A large amount of Pict Magic was in the air, forming lines, boxes, circles, and writing.

As they entered, Guildless was saying, "-Alliance is compromised of four dark guilds."

Grey asked, "What's going on?"

Elfman uneasily whispered, "Guildless was asked by the Master to explain the system of dark guilds to us all."

Guildless called, "Is there a problem?" Her hood was still up, but underneath, Natsu was sure demonic eyes were glaring at him underneath.

His neck hairs standing up, he squeaked, "Nothing, ma'am!"

Guildless was silent for a moment before turning around, continuing, "Anyway, the Baram Alliance rules over the other dark guilds, controlling the ones that are under them. The Baram Alliance is these four." She pointed a hand wrapped in black bandages to the large circle in the center. "Tartaros, Grimoire Heart, Oracion Seis-" Guildless' voice became tight and her hand lowering to become a fist. "-and Demon's Shadow."

Guildless explained briskly, "Each of the Baram controls many less powerful guilds. You fought a guild called Eisenwald, correct? They were beneath the Oracion Seis. I've spent my life fighting guilds such as these."

Juvia interjected, "Gajeel and I also destroyed many guilds that had been under the Oracion Seis as well."

Lucy shivered. "This whole deal give me the creeps. One guild with that much power? What if they came after us for taking down Eisenwald?"

Wakaba assured, "Relax, Lucy. The Oracion Seis only has six members."

Macao agreed, "There's nothing to worry about. No guild with that few people can be that troublesome."

Guildless scolded roughly, "They have six mages that have made them one of the most dangerous dark guilds in existence. They run a fourth of the evil in Fiore."

"Speaking of the Oracion Seis." Makarov had just walked in, face grave. The guild turned in surprise to their master. "Word has come down: we must destroy them."

A moment of silence occurred before the guild collectively exclaimed, "What?!"

As Guildless shook her head at their reaction, Mirajane innocently smiled. "Welcome back, Master!"

The guild faltered at their friend's oblivious nature, Guildless muttering, "This is going to be a long month."

Mirajane continued, "I hope you had a good time at the conference."

Lucy patted Mira's shoulder. "I'm sure."

Erza asked, "But Master, what do you mean by that?"

Makarov explained, "Oracion Seis' recent activity was the focus of much discussion at the conference. They pose an urgent threat that can no longer be ignored. Therefore they must be dealt with immediately. We will take them down before they harm any of our fellow guilds we are sworn to protect."

Grey questioned, "So we've got to do all the heavy lifting, right? Typical."

Juvia asked in awe, "Fairy Tail will be taking them on by ourselves?"

Makarov descended the stairs while clearing, "This enemy is far more powerful than any we have faced before. To fight them alone would be too dangerous. Our attack would surely incur the wrath of the entire Baram Alliance in no time. Which is why... Fairy Tail will join a coalition of magical guilds!"

The guild hall cried out, "A coalition?!" Even Guildless seemed to take a double take at this news.

"Fairy Tail, Blue Pegasus, Lamia Scale, and Cait Shelter. These four guilds will select members to represent them in the Allied Force. Together we will work to bring down the enemy!"

Natsu grinned, yelling, "But we can handle it ourselves, Gramps! In fact, I could probably do it alone."

An armored hand quickly hit the side of his head. Erza chided, "Don't be a fool! The Master is wise to consider the long term consequences."

Lucy shook, hugging herself. "Whoa. Just hold on a second, guys. We're only talking about six people... aren't we? I mean, are they seriously all that scary?"

Guildless assured sarcastically, "Yes, of course it's only six people. And unless you count six of the most violent and cruel-hearted people on the planet scary, they're nothing to worry about."


	4. Tensions in Friendships

**Hey guys! I hope you all are enjoying this so far, and thank you so much for reading! I can't tell you how much I enjoy knowing people read my work, regardless of how well I feel I've done. This chapter's longer, so hopefully it'll make up for my shorter last one. Now, I've bored you for long enough!**

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Chapter 3: Tensions in "Friendships"

"I know I've said this before, but I have a really bad feeling about this." Lucy sat in the back of the wagon, knees to her chest. "And why am I even here? I'm not all that strong! It's not like I'm going to be able to help you guys, anyway!"

Grey said, "Look, this ain't no picnic for me, either. So quit pouting, would ya?"

Lucy looked away, lips pursed.

Erza looked angrily at a motion-sick Natsu as he groaned and growled, "We're here for one reason: because Master put his faith in us, so let's not disappoint him."

Lucy sighed softly. "I know. You're right, but Gajeel and Juvia are better fighters."

Happy said, "They can't go because Master sent the two of them on another mission."

Natsu slid down onto his back, moaning, "I don't care. I just... want to... get... there..."

Lucy complained, "It just seems like we're always picked for this stuff."

Erza said, "You should consider it an honor. And today will be our first joint mission with the other allied guilds. It's important that we all focus our efforts on starting to build a positive relationship."

Guildless, who had been silently sitting in the front of the wagon, suddenly interjected, "I hate to disrupt your stirring speech on inter-guild relations, but we're at the rendezvous."

Lucy quietly whispered to Grey, "I know she's staying with us, but should Guildless really be with us? I mean, this kind of means she's representing our guild."

Grey murmured back, "I don't know. I mean, we don't even know what her powers are or if she's really on our side. She did show up right before we go up against one of the Baram Alliance guilds..."

Erza asked threateningly, "What are you saying?"

Lucy and Grey quickly excused, "Nothing! Just... the pink palace."

Guildless shook her head, thinking, _Whispering isn't apparently quiet anymore since I heard that without even trying._

They quickly found their way inside, Lucy sarcastically saying, "Great, another creepy old mansion."

Erza explained, "It's the second home of Blue Pegasus' master, Bob."

Grey cringed at the thought of the elder man in makeup. "Oh, him. He... makes me feel funny."

Erza tried to sound strict, but looked as uncomfortable as he did. "Grey, be nice. Master Bob may be a little eccentric, but does deserve our utmost respect."

Lucy added, "Yeeeeah, eccentric."

Natsu, still feeling sick, feebly said, "Just tell me when we're there, guys."

Happy said, "Okay, we're there!"

"Yes, they're here at last!"

"At last!" Came the echo.

From all around, three voices called and echoed, "Hey hey hey hey! Hello hello!"

"Hello hello!"

"Fairy!"

"Fairy!"

"Tail!"

"Tail!"

And as a spotlight lit three males, the voices cried in unison, "Wizards!"

Surprise spread through the Fairy Tail wizards, although Guildless was as unreadable as ever with her face hidden.

The three boys said, "We're so glad you came."

The middle started, "We are-"

"The Blue Pegasus-" The shortest said.

"Elite Crew." Finished the tallest. Together, they spoke, "The Trimens."

The middle boy with spiky blonde hair introduced, "Hundred-Nights, Hebiki."

The short, straight-haired blonde smoothly said, "Holy Night, Eve."

The tall, dark haired boy completed, "Still Night, Ren."

Posing, Lucy admired while blushing, "The Trimens from Blue Pegasus! Wow, that is so cool! Those guys are like, the hottest wizards around now. Hebiki Lates is always near the top of Sorcerer Weekly's Most Eligible Bachelor's List! He's been in the top three for the last few months!"

Hebiki winked, twirling a bit of hair back charmingly.

Grey stressed off to the side, "Would you look at those guys?! I feel totally underdressed!" Natsu leaned his head into a pillar next to him.

Lucy sighed, staring at them. "And they are not on the list."

Erza surveyed the room like a war map, Guildless hanging back with her arms crossed, watching the others.

Hebiki dramatically said, "I've heard tales of your beauty." He winked. "And they're true."

Eve knelt near her, speaking in a tone of awe, "It's a pleasure to meet you... Miss Tatania."

Ren slipped up behind her, putting a hand on her shoulder. "Please, come with me."

Lucy stared as a love seat was quickly brought in, along with a table with a bottle of champagne.

Hebiki sat her down and kneeled, offered a towel. "Would you like to freshen up?"

Eve asked, "Or maybe somthing to eat?"

Erza plainly denied, "No."

Hebiki said, "Ah, but there's cake. Want some?"

Erza insisted, "No, thank you."

Lucy stared, wondering aloud, "Jeez, what is the deal with these guys?"

Ren up behind her, speaking smooth as silk. "Please... have a seat."

Lucy's face flushed in surprise as his hand touched her hip. "Oh wow, you're almost too cute..."

Lucy stammered in Ren's embrace, staring at the boy, dumbfounded.

Grey watched them in annoyance. "No joke. What is the deal with these cornballs?"

Natsu moaned, "I missed somethin'... who are they?"

Erza was meanwhile speaking to Eve. "It's a pleasure to meet a future ally. I look forward to working together."

Eve blushed. "You're so beautiful. It's almost unreal." Erza seemed too stunned to react. "Is this a dream? I hope not, because I've always admired you."

Ren meanwhile offered Lucy a drink. "Here... You can have it if you want, but it's not like I made it for you."

Lucy seemed completely lost. "Now he's being coy?!"

Hebiki stood before the love seats, professing, "Well, you ladies must be exhausted. Feel free to spend the night."

Eve and Ren joined him to kneel and speak in harmony. "We don't mind."

Guildless suddenly spoke out loudly. "Okay, that's enough. We're here on business, not for a blind date, boys."

They suddenly noticed Guildless, taking in her voice quickly. Hebiki turned his charms in a new direction. "I'm sorry we forgot you, my dear. You're right, we're here to be serious. No time for playing around. After all..." He narrowed his eyes, a smile gracing his lips. "Passion is all that fuels love."

Before Guildless could respond, Eve asked, "What's your beautiful name, miss?"

Ren suggested, "Let me take your cloak so we can see that gorgeous face."

The Fairy Tail wizards stared, unsure of what Guildless would do.

She didn't respond immediately. Aiming a hand at the floor, a black magic circle appeared, her voice low and threatening. "You have three seconds to back off. If you don't, you'll be the first guild wizards to ever feel the full force of the wizard Guildless' power."

The boys staggered back at the name. "You- You're Guildless?!"

The hood bobbed up and down in agreement. "Yes. And thank you, you didn't even make me say one." The magic circle faded out, her coppery fingers gleaming against the black bandages around her palms.

A new voice joined the fray. "Calm down, men. Give these ladies some breathing room."

A short figure appeared on the staircase. Lucy whispered, "That voice... It's so silky smooth!"

Ren answered, "Yes, Ichya sir!"

Erza whimpered, "Him... oh dear."

The soft, male voice greeted, "It's been far too long, Ms. Scarlet."

Erza answered shakily, "A long time, yes. I never expected to see you here."

Ichya passionately said, "Oh, how I've missed you, my sweet honey. But don't cry- I'm here."

Happy and Lucy exclaimed in surprise, "My sweet honey?!" Erza stared in horror at the short, auburn-haired man with a cleft chin and white suit. Lucy yelled in surprise, "Wow, she's shaking!"

Ichya started sliding down the banister, calling, "A surprise!"

The Trimens echoed, "A surprise!"

"A reunion!"

"A reunion!"

"Oh yes! Oh yes! Oh yes!" Clapping and kneeling to Ichya, the Trimens apologized, "We didn't know she was your girlfriend, Mr. Ichya." Bowing to Erza, they said, "Please forgive our rudeness."

Erza pointed accusingly at Ichya. "You know that is not true!"

Ichya yelled at the Trimens, "You idiots! We have work to do!"

"Right boss!" They ran off to clean their mess of love seats and tables, Guildless muttering, "I'm not going to make it through this if this keeps up."

Lucy muttered, "Boss, huh? I think that's like, the third thing they've called him."

Happy observed, "They're a bunch of mixed nuts."

Ichya declared dramatically, "It seems that destiny brought us together Miss Erza, Miss Lucy- you two not so much." He turned to Guildless, studying her for a moment before exclaiming, "Guildless!"

Guildless crossed her arms over her cloak. "What? Did destiny forget to invite me too?"

Ichya stammered, "N-No... But why are you here, miss?"

Guildless explained shortly, "I owe Fairy Tail a favor, so I'm here to assist. Go on, but skip the destiny lecture and get to the mission's details."

Grey suddenly felt the need to interject. "Listen up you Blue Pegasus playboy wannabes: you'd be wise to keep your hands of these ladies, we clear?"

Ichya concurred, "Clear as crystal, now take your leave."

Hebiki bowed. "Thanks for dropping by."

Eve and Ren bowed, echoing, "Thanks for dropping by."

Guildless raised her voice slightly. "The mission details, if you please. Natsu and Grey should hear them too, as they're a part of this mission."

Grey ignored Guildless. "I doubt you pretty boys can even fight."

Ren challenged, "Do you want to find out?"

Eve agreed, "Yeah, we're real tough, pal."

Natsu grinned. "A fight! Count me in!"

Erza deligated, "Everybody needs to calm down this instant-"

"My honey."

Shivers crawled Erza's back as Ichya went around her, sniffing. "Your sweet _parfum_... it still drives me crazy!"

Erza's fist sent him flying. "You stay far away from me!"

"Maaaan!"

Lucy admired in shock, "Nice right hook..."

As Ichya flew toward the doorway, his head met the palm of another wizard, ice creeping up his head.

The wizard asked softly, "You dare to greet us with this flying buffoon? Lamia's Scale deserves more respect. We insist on it."

Grey stared. "It's you!"

Lyon, white hair spiked upward, growled, "It's you."

The tension because tangible in the air around them.

Natsu smiled. "Hey! So you went and joined a guild after all."

Lyon answered by flinging Ichya back, the ice shattering and its victim crying, "Man! Man! Man! Don't hurt the face!" He skidded to a stop at his pupils feet.

Grey demanded, "What is wrong with you?"

Lyon defended coolly, "He was the one who attacked me, Grey."

Ren threatened, "Watch it, that's our leader you're messing with, _pal_."

Eve asked, "How dare you?"

Hebiki added, "Maybe you and your men should just turn around and go home."

"I suppose that means women can stay and fight?" A feminine voice asked from the doorway as the carpet moved in a wave. "Marionette attack, Carpet Doll!"

Lucy tumbled with the carpet, calling, "What did I do? Hold on... I recognize that magic!" A gentle laugh emitted, a pink-haired girl in a pink dress now stood with Lyon. "Sherri? No way! You joined the guild too?"

Sherri laughed. "I was hoping you fairies hadn't forgotten who I am. But please, do try to forget who I was, okay?"

Lucy mumbled, "Still crazy."

"I have been born anew, through the power of love!"

Ichya's energy was renewed, proclaiming to Erza, "I must breathe in more of your _parfum_!"

Erza growled, "Oh no, stay back!" She summoned a spear to her hands.

Grey challenged, "Let's go, Lyon."

Lyon answered, "My pleasure."

Natsu grinned. "I'm ready to party!"

The Trimens grew dark expressions, glaring at the male wizards.

Sherri taunted Lucy, "I could never love you."

Lucy responded hotly, "Well the feeling's mutual!"

Two very different voices rang out at once: "Enough!" The newest entry's staff hit the ground once, Guildless' voice having echoed as if coming from behind each of them.

Guildless' magic circle disappeared as the newcomer continued, "We are here to work together as one, as a group to destroy the Oracion Seis! This is not the time for us to fight among ourselves!"

Lyon submitted, "Yes, Jura."

Erza asked, "That's Jura?"

Ren mused, "So that's really him."

Hebiki agreed, "Lamia's Scale's top man: Iron Rock Jura."

Natsu looked to Happy. "Who?"

Guildless instead answered, "If I'm not mistaken, you're one of the Ten Wizard Saints, correct?"

Jura assured, "I am."

Sherri suddenly added, "So four from Pegasus and five from Fairy Tail? Funny, our guild only needed to send three members."

Lucy puffed. "Technically, Guildless isn't here as Fairy Tail, you know."

Sherri blinked. "Guildless? Yeah right."

Guildless sighed. "Apparently my outfit isn't as defining as it used to be. Anyway Pink, how many other wizards in cloaks with no guild do you know?"

Sherri stared at Guildless, Lyon muttering to Grey, "I bet you had to beg her to come. Shame Grey, begging just to make Fairy Tail look good."

Grey yelled, "Shut up, I didn't beg anyone!"

Jura cleared his throat, quieting everyone. "It seems we have representatives from three guilds. The members from Cait Shelter have yet to arrive."

Ichya, hanging from Erza's spear tip, conversed, "Yes, and about that guild... I hear they're only sending one."

Erza asked, "Just one member?"

Grey exclaimed, "That's insane! We're supposed to be up against a powerful group, here!"

Lucy clasped her hands to her cheeks. "One? If that's true, how crazy intense is this guy going to be?"

Guildless' ears pricked. "Why don't you ask?"

A young girl with blue hair suddenly came running in- stopped shortly after entering as she tripped, falling forward with a loud yelp. Everyone turned to see the last member of their group as she stood, murmuring, "Ow..."

Brushing herself off, she stood straight. Shyly, she introduced, "Hi... I, uh... I'm sorry I got here so late. I'm from the Cait Shelter guild. My name is Wendy. It's nice to meet all of you!"

Everyone stared, Lucy exclaiming, "She's a kid!"

Guildless seemed slightly unsettled for once, shifting her stance.

Lyon asked, "A little girl?"

Natsu thoughtfully said, "Wendy, huh?"


	5. The First Battle

**Hey guys! Thank you so much for reading and commenting- it means so much to know you guys like my writing! I'm sorry I haven't posted in awhile, but classes started and life got hectic. Hopefully I'll keep to my schedule from now on, but just to make up for the gap, I'll get a second chapter out this week! Thanks again, now read on!**

Chater 4: The First Battle

Jura started, "Now, since all guilds are present-"

"Wait a moment." Guildless' hooded head was turned to Wendy. The young girl looked back at her fearfully. "Should we really let a kid come along? This is going to be dangerous."

Sherri observed, "Cait Shelter must really be hurting for members if they sent her here on her own."

"She's not alone. You shouldn't jump to conclusions, gaudy trollop." A small, white cat in a pink and yellow dress was walking calmly in the door.

Happy stared, dumbfounded, as Grey asked, "What is this?"

Lyon responded, "A cat."

Natsu spoke in awe, "Wow, she's just like Happy."

Lucy smiled. "She can talk too?"

Sherri pouted. "Stupid cat. I'm not gaudy."

Lucy asked in surprise, "That's your beef?"

Wendy turned. "Oh, Carla. You followed me here?"

Carla answered sharply, "Of course I did. You are far too young to be traveling unaccompanied, child."

The Trimens were suddenly on their game again. "Pretty kitty."

Lucy questioned incredulously, "You flirt with cats too?!"

As Happy nervously attempted to find a way to approach Carla, Wendy apologized, "Sorry, I'm probably not what you expected... I know I'm much smaller and younger than most of you, and I may not be much of a fighter, but I can use all kinds of support magic. So please... Let me join the group, I'd be so embarrassed if you sent me home!"

Guildless roughly said, "I think your life is worth your embarrassment, kid."

Lyon growled, "You're not even a member of a guild, so you don't get a say."

Jura intervened, "Yes, of course she does, Lyon. But if Cait Shelter sent Wendy to us, we shall embrace her."

Erza agreed, "No offense was meant. We're glad to have you onboard, Wendy."

Wendy lit up like a candle. "Oh wow, you're Erza, right? I can't believe it's really you!" She looked at Guildless. "And you're Guildless, that wizard that goes around fighting dark guilds alone!"

Guildless still seemed annoyed, not answering, ignoring the following conversation of Wendy's impressive power.

As the Trimens began pampering Wendy, Guildless moved in. "Do I have to count, boys? The love seats can stay in a dusty corner until we finish the mission."

The boys paled, putting everything away quickly as Ichya began his presentation.

"Okay, now that all the involved parties are present, it is time to get the briefing underway."

Lucy asked sarcastically, "Are you going to brief us through interpretive dance?"

Ichya dramatically called, "Our first order of business is determining the location of the Oracion Seis!" A pause, then the squat man shuffled off. "Riiiight after I make a letter of the alphabet."

The Trimen clapped as if this were a great achievement. "We're rooting for you, teacher!"

Lucy groaned, "Pick a title, would you?"

Guildless muttered, "I'll wait outside. I've had enough stupidity for all my life, all in a day." With that, she slipped away and out the door.

* * *

As Natsu excitedly knocked the doors of the palace down, Guildless stood next to them, yelling after the boy futilely. "Natsu!"

Lucy ran out, stopping near Guildless. "Where do you think you're going?"

Erza admonished, "Always thinking without a thought in his head."

Lucy whined, "Some days I wonder about his mental health."

Grey agreed, "What do you guys want to bet he didn't even hear the plan?"

Happy added, "I bet five fish he didn't!"

Guildless asked roughly, "Then what are we waiting for? We catch up to the idiot." She launched forward quickly, seemingly floating with her cloak flying out behind her.

Ren admired, "She sure is rugged."

Erza ordered, "Double time, come on!" The Fairy Tail wizards started running after the two who had started earlier.

Guildless finally caught up with Natsu, grabbing a handful of his spiky hair and yanking back. "That's enough, Dragneel."

Natsu pulled away, growling, "You're not the boss of me!"

Guildless' voice was low and dangerous. "No? Then cross me, right now and find out."

Natsu yelped, backing up a step- a step too far. Natsu yelled as he tumbled right off the edge of a cliff.

Guildless stood at the edge, shaking her head as the others arrived. Grey said, "Well, he didn't cross you."

Erza scowled. "If he's not dead, I'll kill him."

Sheri said, "Well he hasn't changed at all."

Lyon reminisced, "To think I once crossed fists with that fool. It's kind of embarrassing now."

Sheri proclaimed, "It's another form of love!"

Grey deadpanned, muttering, "Yeah, not quite."

Guildless sighed. "So we follow again." She jumped off the cliff, diving face first until she disappeared under the trees.

The others took awhile to catch up, Guildless out of sight by the time they got onto the forest floor. Lyon muttered, "She's good at disappearing, I'll give her that."

Even as the caught up to Natsu and Christina arrived, only to be shot down, there was no sign of Guildless. The lone wizard seemed to have disappeared completely.

Yet just as the fighting began, Guildless seemed to appear out of nowhere, right in the middle of the Oracion Seis, and quickly sent a tiny sphere of black energy into Hoteye's back, making him fall to his knees.

Brain turned quickly, smiling. "The prodigal son returns- or rather, daughter."

Guildless hissed, "Save it." Another sphere formed in her palm, flying for Brain, but was easily dodged.

A sudden attack from behind sent Guildless flying, the girl struggling to her feet immediately, hood back. Pitch black hair pulled back in a long braid, her black mask decorated with white dots around the edges and the eye holes. "Now you've done it."

Fully fledged battle began, clashing enemies everywhere, but Guildless aimed directly for Brain, sweeping toward him in a rapid flash of black, but was intercepted, thrown back by a speeding blur once more. She steadied herself again and again, but the strikes came too quickly to be stopped.

Racer taunted, "So you call yourself Guildless these days, huh?" He drove his arm into her chest, knocking her back and back to her knees. "Bet your old guild would love to see more of you. Oh wait-"

"Are we fighting or chatting, slowpoke?" Guildless was on her feet again, cloak shredded and hair now loose to her hips.

Racer scowled. "Just wait until we tell Diviner we've found you." He lunged again, but that seemed to have struck a nerve. Guildless seemed to melt into her own shadow, disappearing as Racer hit where she should have been.

He growled, "Coward. He'll still find you."


	6. The Arc of Night

**Hey guys! Thank you SO MUCH for reading! I never dreamed that this would be so successful of a story! Like I promised, here's the second chapter of the week! Classes are calming down, so I should be able to keep writing on a regular basis from now on. Thank you again, and now read up- er, down!  
**

Chapter 5: The Arc of Night

Jura frowned after Lucy questioned the auto-pilot of Christina. "Where is Guildless? And Wendy?"

"I'm right here." Guildless as usual, had practically materialized out of thin air behind Jura, battered yet standing.

Natsu growled, "You jerk! You disappeared in the middle of the fight!"

Guildless explained calmly, "I made a tactical retreat. If I hadn't, Racer would've tore me to shreds. I was about to use my magic to shield you from Brain, but Jura here beat me to it."

Natsu accused, "You still ran away!"

Lucy said, "Natsu, knock it off! Guildless is here to help, remember?"

Natsu scowled, glaring at Guildless as Jura continued to tell of how Ichya had saved him, the small man quickly pulling out a glass vial. "Here, take a whiff, and let my pain killer parfume ease your discomfort!"

While the girls admired the perfume, Natsu cursed, "How dare they run off with Wendy and Happy?" He took off running. "I got to go find them!"

Lucy cried, "Hey, wait! Where do you think you're going?"

Carla grabbed Natsu by the scarf, taking him down effectively. "You mustn't be reckless! You need to calm down and think this through."

A quick debate over Carla's wings was interrupted by Guildless, who simply said, "We use Natsu's nose to track them, then corner them in their own base, take them by surprise. Simple as that."

Carla added, "But first..." She looked to Erza, who stood in pain, clutching her arm.

Suddenly, all eyes were on Erza. Natsu asked, "Are you okay?"

Lucy inquired, "What's the matter?" Erza didn't answer, only wincing in pain and groaning. Lucy nervously said, "I'm no doctor, but it looks like the venom from her snake bite is spreading."

Eve asked, "Master Ichya?"

Ichya assured, "I've got this, men. I know what you need, my honey. A little pain-killer parfume, aroma increase!"

The green vapor swept toward Erza as Lucy asked, "Since when are painkillers the antidote for snake venom?"

Hebiki said, "His parfume does more than ease pain. It also has a cleansing effect that will help her body expel any toxins."

Eve exclaimed, "Oh yeah!"

Yet Erza's face simply became even more knit with pain, Guildless rushing forward to support her gently.

Eve asked, "What's wrong? His pain-killer parfume's never failed before."

Natsu urged, "Erza, hang in there."

Lucy whimpered, "What do we do?"

Erza murmured, "I'm sorry, Lucy... I need to borrow your belt." Erza tore the belt away, Lucy's skirt falling. As the Trimen stared in excitement, Guildless threw her tattered cloak into the line of vision, hiding Lucy's lower body.

For the first time, everyone saw that under the cloak Guildless wore only skintight pants, a black tank top, knee-high boots, all black. Her copper skin was decorated with black bandages wrapped around her wrists, palms, biceps, and neck. An arrowhead hung on a necklace she wore.

Erza leaned agains a tree, pulling the belt tight on her arm, gripping the end in her teeth.

Lucy asked, "Just what are you going to do with that?"

Erza panted, "It's harsh... but it's the only way I can keep fighting." Driving her sword into the ground, she growled, "Somebody cut it off."

Gasps rose as Guildless growled, "No. Not on my watch. Makarov sent me to keep you people alive and in one piece."

Grey agreed, "At least give us time to find an antidote!"

Erza insisted, "We don't have time... This is what I want."

Lyon grabbed the sword handle. "Very well." Lifting the sword, he continued, "I will do it."

Suddenly, everyone was on edge. Sheri admired, "How kind of you!"

Grey threatened, "Put down the sword!"

Erza urged, "Do it!"

Grey countered, "No, don't!"

Guildless stepped in front of Erza. "No one's doing anything to the Fairy Tail wizard unless it's to heal her!"

Lucy stammered, "Um, Lyon... Are you seriously going to do it?"

Lyon explained coolly, "We can't lose one of our strongest when we're facing such a powerful foe."

Lucy nervously said, "Yeah, but-"

"Oh, come on!" Sheri scolded. "I can't believe we got stuck with you wimpy fairies! Quit whining, your friend's going to die if we don't do something to help her."

Lucy threatened, "Your friend's going to die if he doesn't put down that sword!"

Sheri asked innocently, "Why is that? This is just his way of showing love."

Erza groaned, "Just hurry up and cut it off, before the venom spreads to the rest of my body!"

Grey yelled, "Put the sword down!"

Hebiki called, "Don't do it! You want to be known as the guy who maimed Erza?"

Eve agreed, "You don't have to do this! Stop, we'll find a cure!"

The young boy ran forward, but Jura stopped him, saying, "We have no right to interfere with her wishes."

Lyon raised the sword, asking, "Ready?" He swung, only for his blade to be blocked by Grey, Guildless suddenly behind him with a knife to his throat.

The intensity of the clearing tripled, Sheri yelling, "Don't you dare hurt my love!"

Lyon growled, "You would kill me for trying to save her life?"

Guildless answered, "No. I'd kill you for attempting to maim one of my charges and possibly make her bleed to death. Did you think about that?"

Lyon didn't answer. He was staring at Erza as she swayed, then fell backwards, unconscious.

Guildless suddenly pulled her knife away, sweeping over to Erza's side.

Eve fretted, "This is bad, guys. We've got to find a way to stop the venom from spreading or she'll die."

Carla suddenly chimed, "We need Wendy. She can save your friend." Everyone turned to the cat. "This is no time for us to be bickering among ourselves. We need to work together to make a plan to rescue Wendy, and I suppose that tomcat, too."

Eve asked, "Wait a minute, you're saying that little girl has some kind of anti-venom magic?"

Ren mused, "Amazing."

Carla put her nose up. "Not just anti-venom. She can cure fevers, relief pain, and heal wounds."

Ichya piped, "Excuse me, I feel as though my role in the group is being threatened and I find that rather unsettling."

Sheri pessimistically said, "That's crazy, everyone knows healing spells are lost magic. There's no way the kid could use them."

Lucy asked, "Do these powers have anything to do with the whole Maiden of the Sky thing?"

Carla assured, "Yes it does. You see, that little girl is the Sky Dragonslayer. She's Wendy the Sky Dragon."

Shock crept into everyone's expression, though Guildless' stayed hidden well behind her mask.

Natsu asked, "She's a Dragonslayer too?"

Carla said, "I'll give you all the details later. Although to be honest, there's really not much more you need to know. Wendy is the only wizard capable of saving your friend. We need her right now. Unfortunately, the Oracion Seis feel they need her too, for some unknown reason..."

Lyon said, "In that case..."

Hebiki continued, "There's only one thing for us-"

"Okay, this is a cute finish your sentence game, but we don't have time." Guildless was standing now, black and white mask gleaming. "We need to find the kid, quick. Simple as that."

Natsu grinned. "Yeah, let's cut right to the chase! Are you with me?"

The guild wizards all yelled their assurance, Guildless simply saying, "Then I'll start the search off strong." She suddenly slammed her fists into each other, knuckles out. "You're all about to see Lost Magic at its best." A dark glow came from the eyeholes in her mask, turning the white specks around them black, a magic circle at her feet. "Arc of Night: Shadow Form!"

Suddenly, Guildless' shadow grew wings, stretching across the grass. Her magic circle pulsed as from her back, ten feet of pitch black wings sprouted from her back.

The guild wizards stared as Guildless said, "I'll search from the air and let you know if I see something." With this, she took off.

Lucy breathlessly said, "Wow. She's even scarier than I thought. Her magic is literally darkness? Talk about creepy."

Jura explained, "The Arc of Night was invented by dark wizards, so it is to be expected. We should be glad this power is our ally, not our foe."

Yet a few people didn't look convinced Guildless wasn't the enemy.


	7. Inferno

**Hey everyone! Thank you so much for still following my story! It's really great to know you all are enjoying it! I'll be posting chapters on a regular basis and I'm hoping that I've got you all on the edge of your seats! Who's Guildless? What's under the mask? You'll have to read on through a few chapters and find out!**

Chapter 6: Inferno

As Brain gloated over his findings, Racer asked, "Brain, while I'm running this back, should I stop by our friend's place and let them know who we've seen?"

Hoteye exclaimed, "They'd pay us a fortune to know we've seen her! Oh yeah!"

Brain nodded. "Tell Diviner to pull back on the leash of his attack dog. She's been doing whatever she pleases for too long."

Racer admitted, "It'll be nice to have her off our backs. I always felt like she was spying on us for Shadow."

Wendy demanded, "What are you talking about?"

Brain turned. "Is it not obvious? The Demon's Shadow wizard Guildless. She's an annoying pest of theirs that they don't control like they should. She's been acting rashly these past few years, troubling other guilds."

Cobra growled, "I know the Alliance is only around so we don't fight each other, but man, I'd love to hear the screams of those wimps."

Brain assured, "You will. We'll have Demon's Shadow pick up their own trash before we dominate them, the rest of the alliance, and all the world, my friends."

* * *

Guildless was circling the forest, flying on her shadowy wings when she, like the others, was attacked. It happened in the form of several flashes of of red, which tore through her black wings like a knife through paper.

Guildless almost instantly went into free fall, the last of her shadow wings dissolving into the wind as she fell, tumbling to the ground. Her words lost to the wind, she yelled into the pulsing air until her magic activated. From the crevices of shadow in her clothes and beneath her hair, the shadows on her crept outward, slipping onto her skin like an infection. In seconds, she was pure black, dissolving from a humanoid shape to a streak of pure black.

She crashed silently to the ground, into the shade of a tree. When she emerged, she was humanoid again, the black receding from her skin as she panted, every breath echoing in her mask. She set her hands on her knees, catching her breath from the rapid fall she'd just survived.

"You haven't gotten any more talented, _Guildless_."

The wizard stood straight, her hand to her side now. Just as with her wings, her shadow grew several pointed objects, her physical hand mirroring this and she was then holding three black knives between her fingers.

The voice spoke from behind her again. "In raw power, you've always been increasing, yet you still have no style, no sense of art to your actions."

Guildless whipped around, flinging her knives into the darkness behind her. "And you've gotten sloppy. Still shining Diviner's shoes, Inferno?"

From above, the voice said, "Ha ha, so funny. No, I've been his personal assistant for the past three years. The three years you've been Guildless. Tell me, how hard is it to hide the emblem?"

Guildless closed her eyes. "A lot easier than you'd think, errand boy." Her ears strained to find exactly where his voice came from. "So, you got promoted from first-class kiss ass to personal messenger boy. Pretty decent for a guy who can barely light a match."

Inferno taunted, "At least I'm not going to be in big trouble with the master when I bring you back. He's been pretty angry, these past few years. Do you know how many times Doppelganger's been sent to find you? She's off in Brago right now on a tip. Luckily, I get to bring you back."

Guildless needed to keep him talking. "Or not so lucky. You know you'll never beat me."

Inferno chuckled. "Don't be so sure. I've gotten stronger over the years you've been gone. You might be surprised-" A long stream of pitch black energy struck him straight out of the branches, making him fall to the ground in a crumpled heap.

Guildless walked over to him. "Wow. I'm so surprised- you should've seen that coming."

The blonde boy on the ground wore black pants, his bare chest dominated by a guild emblem: a massive purple tattoo of demonic wings took his entire chest area. Guildless put her foot down on his chest, fist radiating black light. "You're pathetic, Inferno. You shot me down, then had no other ability to fight me."

Inferno scowled. "Pathetic? That defines your new company much better than me. Hanging out with legal guilds? You've fallen so low?"

Guildless fabricated another knife out of shadows. "More acurately, how could I have risen so high?"

Inferno paused, then grinned. "So, what now? I know you don't have the guts to kill me. Knocking me out won't do much good. There's no way this ends that you don't go back to the guild. Just wait until I tell Diviner you're here-"

"Wait?" Guildless' voice perked as Inferno's already pale skin lost all color. "He doesn't know yet?" She suddenly laughed softly. "Of course. Diviner still doesn't like anyone knowing where headquarters is, so if anyone wants to talk to him... They go through you."

Guildless laughed, a sound that sent a chill up the spine. "And you, in alllll your arrogance, thought to come get me without telling anyone." A soft red glow now emanated from the mask's eyes.

Inferno tried to scramble away, but Guildless stomped on his chest, knocking the wind out of him. She laughed again, louder this time. "Well, you may not think I have the stomach to take a life-" She leaned in, pressing the knife to his neck. "But I'd beg to differ."

Fear glimmered in Inferno's eyes, fear becoming pure terror as he looked into the red of his attacker's.

Yet Guildless suddenly hesitated.

 _You're not like them. You're not a monster._

The red light from her eyes faded as she pulled the knife away. Inferno realized what had happened, laughing at her. "I knew it. You can't do it! Not after what happened to-" A sudden flash of black, and Inferno was unconscious, a foot deeper into the ground.

Guildless quickly worked another Shadow Fabrication spell, creating black ropes to bind Inferno to the nearest tree, also blindfolding him before walking on.

 _Not a monster... Not yet, you're not._


	8. Nirvana

**Hello, my friends! Thanks as always to you for reading and commenting: the amazing feeling I get is overwhelming when I see that number go up! And to Lynntheripper (who I give an extra thumbs up to for her dedication), thanks for the extra excitement and don't worry, it won't be too long before Guildless' intentions and allegiances are revealed. Sorry this chapter took so long, but I made it extra long to make up for it!**

Chapter 7: Nirvana

Guildless was making her way through the trees when she saw it- the beam of light that shot into the sky, seemingly neverending. She murmured, "Nirvana... Hopefully, it's being destroyed." _Not likely, though. I need to get to that light, and fast!_

Guildless once again slammed her fists together in front of her. "Arc of Night: Shadow Form!" Her wings grew back, dark and demonic as ever, as she took off into the sky. Her eyes, though, flicked from Nirvana's light to the forest. _I'm supposed to guard the wizards of Fairy Tail... But their entire guild could be threatened if I don't get to Nirvana!_

It took her a while, but with a quick mutter of "I must be out of my mind," she was arcing downward to skim the treetops, looking down through the branches at the twisting paths below.

She searched for nearly half an hour before finally spotting Hebiki, Lucy, Wendy, Happy, and Carla. Swooping down through the branches and landing just in front of them with wings folded, she asked, "Has Erza been healed?"

Hebiki nodded swiftly. "Yeah. Listen, I need to warn you: Nirvana turns those who are light, dark and dark, light. You can't let your emotions waver toward the dark."

Guildless snorted. "Pretty boy, you should be worried about if my thoughts turn to the light. I might be annoying if I'm as sweet as you numskulls. Trust me, I have my dark side well under control." Eyeing Wendy, she assumed, "She was getting emotional?"

Hebiki nodded. "It was for her own good."

Guildless sighed. "Just know that I'm not a pack mule, got it?" She took Wendy from Hebiki, using her wings to keep the girl on her back. "There, now we can move faster."

Their small group took off through the woods, running as fast as they could. Yet as the sound of rushing water came, so did a familiar voice. "-fire and ice just don't mix. I've had enough. I think it's time I end our partnership. This is goodbye, _pal."_

They emerged on the bank just as Grey was about to thrust an icy spear into Natsu's back, but a black dagger and a golden arrow pierced the tip at the same time, shattering it.

Guildless gently set Wendy off to the side with her wings, more knives in her hand while Lucy nodded at Sagittarius.

Grey yelled, "Alright, come out!" Shots of ice flew in their direction, quickly met in midair by a collection of knives and arrows.

Lucy called, "Mind telling me what the heck you're doing?"

Happy angrily said, "Looks obvious to me!"

Sagittarius said, "It would appear we fouled his _foal_ play." He winked as if this were a great pun.

Natsu wearily congratulated, "Nice... shot... guys." He grimaced, looking sick.

Happy yelled, "What's the matter with you, Grey? You're taking this way too far! Unless he stole your fish, in which case you would be completely justified."

Lucy scolded, "Don't give him an out, stupid cat!"

Grey growled, "Could you guys be any more annoying?"

Guildless muttered, "I've been saying that for the past two days."

Grey continued, "Mind your own business. I'll deal with the rest of you once I'm done with him, so keep your little mouths shut and wait your turn."

Happy anxiously exclaimed, "What?!"

Lucy wondered, "Is this Nirvana? Has that thing already switched one of us to the dark side?"

Guildless asserted, "No, I don't think so. I know dark, and this guy doesn't come close."

Natsu groaned, "Why won't it stop? It's wobbling... and swaying... lemme off..."

Lucy hollered, "How are you still sick when it's not even moving?!"

Happy summoned his wings, flying for Natsu. "Hang on buddy, I'm coming for ya!" Yet midair, Happy was encased in a shell of ice, dropping to the ground.

Carla exclaimed, "How could you?!"

Lucy chided, "That's no way to treat one of your friends!"

Grey explained, "Happy may be able to fly, but he can only carry one person. He doesn't have any combat skills. That's all the info Grey has on the pest."

Lucy insisted, "You're not making any sense at all. What's gotten into you?"

Hebiki interjected, "My guess is he's the first victim of Nirvana's magic. He's switched to the dark side."

Grey mused, "He's got plenty of info on Lucy. A newcomer to Fairy Tail, definitely easy on the eyes... He likes the whole package."

Lucy blushed furiously, self-consciously crossing her arms over her chest. "Um, should I be hearing this?"

Grey continued, "She can be as hot-headed as Erza, but she hides her pure heart. Oh, she's a Celestial wizard?" Grey suddenly took a warrior's stance. "Is that so?" He prepared an ice blast, quickly shooting at her, but Lucy's world went black for a moment as Guildless put up a pitch black barrier around her, the wizard's wings now gone.

Guildless repeated, "I know dark, and I know my charges. That isn't Grey." Raising her voice, she released her barrier. "Reveal yourself, imposter!"

Grey mechanically informed, "Accessing information on Guildless: mysterious, lone wizard, and well-curved." Guildless tensed at the last word, and Lucy suspected that under that mask, she was red as a cherry. Grey frowned. "No other information found. That wasn't helpful."

Carla objected, "We're wasting our time, dealing with this nonsense. I wish they'd just incapacitate the fool so we could get to Nirvana."

Lucy thought, _That's it! Only those who's emotions waver between good and evil switch to the other side! So that can't be Grey because he's as cool as they come!_

Lucy demanded, "Who the heck are you?"

Grey grinned, laughing creepily. In a puff of smoke, Grey was gone, replaced by... Lucy.

Lucy protested, "Me?!"

Guildless recoiled, raising her fists. Obviously, the copy put her on edge.

Hebiki remarked, "You've got to be kidding me. You don't honestly think you're fooling us, do you? We know you're not the real Lucy, so you might as well show us your true form."

The new Lucy slyly taunted, "Oh, I'll show you. And I think you'll find them every bit as real as that bimbo's." The fake Lucy pulled her shirt up, letting her chest show.

Lucy screamed as Hebiki and Sagittarius stared at her exposed chest, practically drooling. Guildless kept her emotions well hidden beneath the mask, but she looked away, obviously uncomfortable.

Carla hissed, "So pathetic."

Natsu moaned, "So... wobbly..."

Hebiki and Sagittarius happily confirmed, "Yep, they're real!"

Lucy screamed, "I hate both of you!"

Guildless muttered quietly, "They're so big..."

Carla scolded, "Think of what kind of example you're setting for Wendy, you floozy!"

Lucy protested, "But that's not me! I mean, it is, but it isn't!" She fell to her knees, crying. "Ahh, why does this type of stuff always happen to me, anyway?!"

The fake Lucy darkly smiled. "Sorry. But it's only going to get worse from here on out. You see, now I know exactly which keys you're carrying. You had an audience with the Celestial Spirit King? How did a noob like you ever get the honour? Whatever, it doesn't matter."

Guildless growled, "Get ready for a fight, guild wizards."

Fake Lucy smiled and ordered, "Listen up Sagittarius: take them out."

Golden bolts flew, Guildless flinging herself into Lucy, the two going down- yet they never hit the ground. Lucy could see, having face pressed against Guildless' soft clothes, but she felt her stomach twist as if she'd just been hung upside down. She opened her eyes to find there was still nothing but black cloth.

She spoke muffled, "Uh, Guildless?"

The other girl shifted, Lucy immediately squealed as she realised she'd had her face right in the middle of Guildless' chest.

Sagittarius exclaimed, "Did I do that?"

Guildless quickly stood, Lucy seeing that they were now on the opposite side of the river. Hebiki was slightly torn up from the arrows, but Lucy was unharmed. Lucy stared at the cut across Guildless' side, her shirt torn and slightly red.

"Guildless..."

The masked girl said roughly, "I can't stop every arrow your rogue spirit shoots. I have limits like anyone else. I suggest closing the gate before he can attack again. Cat, take your kid and get out before this gets ugly!"

Carla scoffed at taking orders from Guildless, but still took to the skies with Wendy.

Lucy insisted, "He would never do this on his own!" She called to Sagittarius, "Please, stop Sagittarius!"

Sagittarius replied, "I'm sorry, Miss Lucy, but it seems I've lost control of myself!"

Guildless insisted, "It may not be his fault, but people could get hurt if he stays out! Your copy there can obviously do anything you can, include control your spirits, so stop him!"

Lucy hesitated, then nodded. "Sagittarius, I know this isn't your fault! I'm just sending you back to take a quick break! Close, Gate of the Archer!" Sagittarius disappeared with "I regret that I cannot aid you further, Lady Lucy!" as Lucy demanded, "How could you control Sagittarius?"

The fake coyly said, "I'm an exact copy of you, which means your spirits are forced to follow my orders. And it was about time you closed that gate." She pulled a key from her own belt. "Now open, Gate of the Archer. Come back, Sagittarius."

Sagittarius reappeared, greeting, "I'm happy to jump back into the fray!"

Lucy gasped as Guildless narrowed her eyes. "Great."

Sagittarius marvelled, "How did you- this cannot be! By what means have you summoned me?"

The fake smirked. "Don't sweat the small stuff and you'll live longer. All that matters is that I summoned you so you have to do whatever I ask!"

Sagittarius determinedly stated, "I will not betray my charge, no matter what you say!"

Fake Lucy asked, "What do you say we give it a shot? Put it right in the back of that white cat's back!"

Sagittarius cried, "I cannot do that!"

The fake questioned threateningly, "What's that? Are you disobeying an order from your master?"

Sagittarius stated, "You may share her appearance and abilities, but comparing yourself to Lady Lucy is a travesty upon her name!" Yet he slowly drew his bow. "So I shall... not obey you!"

Lucy urged, "Keep fighting her!"

Sagittarius pleaded, "Please, send me back, my lady!"

Lucy nodded. "Okay then. Closing, Gate of the Archer!" Yet she slashed her key through the air in vain.

The fake Lucy taunted, "Hey moron, did you forget I summoned horse face? Only the wizard who calls a spirit can force it back!"

"No!"

The imposter ordered, "Shoot that cat out of the sky! I don't have all day."

Guildless growled, "Alright, that's enough." She slammed her fist and palm together, then slid her palm to her upper arm like a support, fist aimed at Sagittarius and the other Lucy. "Arc of Night: Concentrated Blackout!" Yet just as a beam of black began shooting from her hand, Lucy stood in front of her.

Guildless growled, "Out of the way!"

Lucy shook her head. "You won't hurt my spirit! He's my friend!"

Guildless countered, "And if you don't move, you'll have two fewer friends once they're shish-kebobed and splatters on the forest floor!"

But the impasse was interrupted by a soft voice. "That's quite enough. Nirvana's been found so the runt's useless. What do you say we quit wasting precious energy, my pets?"

Lucy's look-alike disappeared in a puff of smoke, Sagittarius fading.

"Sagittarius!"

He supplied, "My apologies. I will endeavour to be much stronger when next we meet."

Out of the smoke, two small, floating figures were chanting, "Pede, pede!"

The new wizard greeted, "Hello, Lucy darling! How does it feel to look upon an angel?"

Lucy insulted, "I'm pretty sure I'd rather be blind, lady."

The woman agreed, "Well, I'm sure that could be arranged. Ah, and 'Guildless!' I see Inferno really wasn't enough challenge. Then again, he was from Demon's Shadow."

Guildless hissed, "You're going the right direction to end up in a wooden box, Angel: down."

Angel, however, seemed unaffected by this. "Have my pets been entertaining you? I'm quite fond of their little trick."

The two blue creatures introduced, "I'm Gemi!"

"And I'm Mini!"

"Pede, pede!"

The woman explained, "I believe you know them as the Gemini twins." A dark smile came onto her face. "Celestial spirits make the best toys."

Lucy asked, "You're a Celestial wizard? That makes me sick!"

As Angel arrived, Guildless growled, "We don't have time to waste on this." She hit her palms, fingers folded inward, against each other. "Arc of Night: Blackness Rain!"

A hail of black streaks fell down against Angel as she dismissed Gemini for Scorpio, Aquarius freezing in her tracks. Scorpio quickly countered her hail of darkness with shots of sand. "I was born to be wicked!"

Aquarius shrieked, "Honey bunches of hunk!"

Lucy cried, "Hunk?!"

Guildless scowled. "Great, more spirits." She prepared to cast another spell at Angel as Scorpio and Aquarius got it on, but Lucy cut her off, "Stop! I'll beat this girl, Celestial wizard against Celestial wizard!"

Guildless hesitated, but she seemed to respect the honour enough. "You have five minutes or I step in."

Yet as Scorpio and Aquarius disappeared, Guildless asked, "Do your spirits normally ditch you?"

Lucy asked, "Who's side are you on, again?"

Angel laughed. "Haven't you heard? The dark guild's side, though she's a bit of a loose canon among us."

Lucy frowned. "What is that supposed to mean?"

Guildless quickly excused, "It means she's trying to distract you, Lucy. Focus on your fight."

Lucy blinked, then nodded. "You're right."

Angel smirked. "Another time then. But Lucy, how have you survived this long without knowing how the Celestial spirits relate? A novice like you can't beat me!"

She kicked Lucy back, Guildless muttering, "Alright, screw the sidelines." She dove at Angel, but Angel had another key in hand quickly. "Open, Gate of the Twins."

Gemini appeared between Angel and Guildless, in the form of- Guildless. The first froze, staring at her new double. Then, Gemini removed the mask from Guildless' face...


	9. Unveiled

**Hey, guys! I'm so sorry I've been getting distracted, but I'm determined to stay on my schedule! Thanks for sticking with me, and I promise that I'll try and keep this story up!**

Chapter 8: Unveiled

Lucy couldn't believe that Gemini could be a perfect copy. There was no way that was under a mask... This couldn't be the famous Guildless' appearance.

Her eyes were terrifying, pitch black and soulless. At the corner of each eye, she had a crescent moon tattoo in black, curling around the corner of her eyes. Her copper skin glistened- where you could see it.

The most prominent feature on her face was the five parallel, ghostly white scars that ran diagonal across her face. Each about as thick and deep as a pen, they cut barely into her hairline at the top of the right of her face. Running to the left, they dominated her face, the top running from hairline to cut her ear nearly in half, the next crossing her eye, the next the bridge of her nose, the next her eye and mouth, the last slicing through her smooth cheek and chin.

Lucy couldn't believe it- this had to be a trick of Gemini's. Surely Guildless wasn't marred like this beneath the _real_ mask... Yet the smug, cruel smile on Gemini's lips took her differently. This was Guildless. Guildless was a creature of power and appearance like she never could've dreamed.

Yet what happened next was even more unpredictable.

The real Guildless let a primal scream of rage loose, pouncing on her double without mercy. The two toppled into the water, a flurry of black clothes and copper skin.

Lucy cried, "Guildless!"

Angel laughed. "Make this quick, my pets! I don't want to waste all my energy on this fight."

Gemini flew onto shore, flung back by an enraged Guildless. Dripping clear and red liquid, her fists shaking in anger and beginning to glow with harsh black light. Lucy was afraid to think of what was about to happen. But whether it was fortunate or not, she had her own fight to focus on.

While Lucy began her showdown with Angel, Guildless had already gained the upper hand over Gemini. The doppelganger was struggling not to be struck by Guildless' merciless hail of black. Gemini countered with a matching attack, but Guildless' maneuvering was superior. She lunged forward yelling, "Arc of Night: Dark Claws!" Knives materialized in her hands as she viciously attacked Gemini, who didn't waste time.

Gemini quickly countered, "Pitch Black Cannon!" From Gemini's palm, a beam of black shot toward Guildless, but she dove beneath the attack to slash at Gemini's gut. Yet Guildless' attack never hit. Gemini had separated into their normal form, Guildless' attack passing beneath them. She drew back for another strike, yet something else drew her attention. She barely managed to yell, "Shade's Shield!" before a massive shaft of green energy crashed through her shield and sent her flying back, tumbling into the river.

Lucy turned toward her. "Guildless!"

But when she turned around, there was a much worse scene. Caelum had fired again, both Leo and Aries slowly dissolving. Lucy looked between them with tears in her eyes. "You disgust me."

Downriver, Guildless floated on the water, catching her breath. She'd been lucky her shield had spread the force of the blow, or she'd have a hole in her sternum a foot energy hadn't been a focused blast, but just dispersing it hadn't done enough. Guildless felt like 20 motorcycles had taken turns running her over, her body stiff and heavy. Her black clothes were peppered with holes, yet her black cloth around her arms and neck were steaming but undamaged somehow. Her mask had a jagged crack that connected to the left eye hole.

 _Three days... Three days in, and I've already taken a hit like this? Ugh, why did I decide to do this... I should just get out while I can, float away on this river until I'm gone. Owing that guild my life is like owing them a corpse._

Yet she still attempted to find her footing on the riverbed, her legs weak. _Come on, come on... I can do this._ Guildless managed to grab the bank of the river, gripping with a scorched hand. Pulling herself up, she managed to get out of the water. She knelt for a moment, taking a few extra seconds to rewrap her bandages tighter. Standing slowly, she looked upstream to see Gemini was now wielding Caelum, knocking Lucy around like a ragdoll.

"Dammit..." Guildless started her slow way up the bank, gathering energy so she could blast the spirits once she was in range. But when she was about fifty feet away, Hebiki swayed as he walked up behind Lucy... his hands curling around her neck.

Guildless cursed, "Shit!" She increased her pace as much as possible, a staggering jog toward them.

Yet she didn't need to.

Just as she came into range, Hebiki's hands slid to her shoulders and began glowing with gold light. Hebiki softly said, "Just relax. This might feel funny. I'm going to use Archive to teach you Hyper magic."

A massive magic circle appeared, Hebiki yelling, "This is a one shot deal, so make it count!"

Lucy screamed, "All these spells in my head! Wait! I don't know if I can take it!"

Angel ordered, "Caelum, finish them!"

But the spirit began its attack too late.

Yet the last bar filled and the forest transformed. The wizards hung in what seemed to be space, planets and stars all around. Angel cried out in fear and confusion.

Lucy spoke in a monotone as she began a spell that Guildless had never heard before.

"Oh, stars far and wide that embody the heavens, by thy radiance, reveal thy form to me. I implore you, oh Tetribiblos, ruler of the stars, let your unrestrained rage flow. With the 88 heavenly bodies... _shining! URANO METRIA!"_

A golden shaft of light shot forward, and Angel was defeated.

Lucy blinked, looking around. "Did I win?"

Guildless smirked. "Yeah, kid. Nice job."

Lucy looked up. "Guildless! You're okay!"

The woman nodded. "Yeah, fine. You finished her good, but remember, Nirvana's still an issue. Let's get your friend off the damn raft and go."

Lucy hesitated. "Yeah... but, uh, Guildless?" She looked terrified to ask. "What did... you know..." She nervously motioned at Guildless' mask.

Guildless sighed. "Lucy, I'm going to trust you. That's not something I do lightly. If you don't tell anyone about what's under my mask, I'll tell you after this fight with the Seis. Deal?"

Lucy smiled. "You've got it!" She turned to Natsu just as there was motion in the water where Angel had gone down. She shot up, Caelum next to her. "I will not lose! I'm one of the Oracion Seis! You never stood a chance!" As Caelum charged an attack, she vowed, "I'll use the last of my power to send you to the grave!"

Guildless put up a barrier in front of Lucy and herself, but it turned out she didn't need to. Caelum's attack swerved right around the two of them. Angel growled, "No, you missed! Filthy traitor!"

Guildless let down the shield and sent a single bolt of darkness right into Angel's chest, knocking her back down.

Behind them, the rock that had been stopping the raft had been destroyed by Caelum, finally letting it flow again. Lucy squealed as Guildless groaned. "Great." She wouldn't waste precious energy on wings, so she started pushing through the waist-deep water after the boy. "Hurry, Lucy!"

Lucy dove after her the two trying to pull Natsu off the raft, but the current was speeding up. Lucy managed to grab the edge of the raft, pulling herself up, Guildless right after, but the current began to pick up even further, rapidly weaving through the forest towards-

"Waterfalls. Why is it always the damn waterfalls?!"

Lucy clutched Natsu and screamed as they went over the edge. But they never touched the water. Lucy opened her eyes to see they were above the water, a tight grip around her waist. She looked up, Guildless above with pitch black wings, gripping both her and Natsu, though Natsu hung by his ankle. She groaned, "Can't... carry you... forever..." She was right. They were slowly falling, her wingbeats long and far apart while she struggled to hold both the wizards.

Natsu chose a bad time to wake up. Seeing only the water below and being upside down, he panicked, kicking out as he yelled, "What's the big idea?!"

Guildless cursed loudly as she dropped Natsu from the kick to her ribs, barely managing to keep hold of Lucy. "Natsu!" She folded her wings to dive forward after him, grabbing him by the spiky hair. Natsu still didn't see Guildless, only her menacing wings, and spat fire, scorching her mask and blinding her.

As she yelled in pain, Lucy accused, "Natsu, stop it!" But the damage was done. Still a good hundred feet over the water, Guildless dropped them, wings slowly fading to be transparent, then disappeared completely.

Crashing into the pounding water, they were churned around, Guildless barely conscious. The mask had protected most of her face, her vision still blurry. But she could still make out a pink blur nearby, grabbing at it and pulling. Having Natsu by the neck, she felt for the edge of the river, then flung him up once she did. Pulling herself up, Lucy was already there somehow.

 _Everyone's safe... I think I'll take a well earned nap quick..._ And she fell on her back, completely unconscious.


	10. The Others

**Hey guys! Thank you all so much for reading/reviewing/favoriting! It lifts my spirits so much to see you all are enjoying this story, and remember, the more love you show, the more chapters I publish! Also, check the bottom for some important information! Apologies for the chapter being a little bit more filler, but I promise, I've got a real showdown coming soon!**

Chapter 9: The Others

Lucy woke, reaching for her sore arm. "Who did this?" Sitting up, she looked down at her clothes. "Second question, who changed my clothes?"

"I thought garments from the Celestial world would suit you." Virgo stood over her wizard. "As for who changed you, that would be me."

Lucy looked at her. "Virgo?!"

Natsu groaned. "Great, now where am I?"

Virgo gestured to Natsu's clothes. "I also provided Sir Natsu with a matching set."

Lucy looked around. "Wait, Guildless!" She saw the dark and coppery form of her by the river bank. Gently touching her arm, Lucy asked, "Are you okay?"

Guildless muffledly growled, "If your spirit undressed me, I'm going to be ticked."

Lucy smiled. "No, she spared you." She hesitated. "Well, almost."

Virgo admitted, "Her mask was damaged, so a found a replacement." Now, Guildless had black circles around her eyes on a white mask, mouthless and eyeholes as dark as ever.

Guildless softly touched it. "... It works. Forget anything under the mask, but thanks, Pinkie."

Natsu suddenly interrupted as Guildless stood. "We're wasting time here! Where's that weird light thingy?"

Lucy observed, "We're closer, but it looks different from before."

Virgo confirmed, "Yes, the light changed from black to white while the three of you were unconscious."

Guildless crossed her arms. "And we're still going to discuss the blowtorch I got to the face, pyro." Natsu could tell he was getting a hell of a glare from under that mask.

Natsu quickly changed the subject. "Uh, thanks a lot for saving my butt back there, guys."

Guildless shook her head as Lucy blushed and stammered, "Uh... yeah, sure, don't mention it."

Virgo taunted, "She loves you!"

Lucy growled, "Don't copy that stupid cat again!"

Natsu added, "Speaking of which, where is Happy?"

Virgo supplied, "I haven't seen him."

"And now that I think about it, wasn't a certain blonde supposed to stay with Erza?"

Lucy whined, "I was, but we got split up!"

Guildless explained, "Happy was frozen by Gemini; he's still above those falls somewhere with Hebiki. As for Erza, I'd assume she's running as fast as she can toward Nirvana."

Natsu asked, "Then why are we standing around wasting time when we should be running toward the light?!"

Virgo bowed. "I'm happy I could serve you, princess. Until next time." Virgo disappeared into glimmering gold light.

Lucy protested, "Wait!" But when she saw Virgo was gone, she looked thoughtfully at her hands until a rustling in the bushes startled her back. Guildless quickly formed daggers in her hands, standing ready for an attack.

Sherri stepped out of the brush, looking lost and grief-stricken.

Lucy greeted, "Sherri! I'm glad you're alright, but did you have to scare me?" Yet Guildless' daggers didn't go away. She seemed strangely on edge, despite seeing it was Sherri.

Natsu studied her. "Hey, I know you! Weren't you on McTuna Island? What ever happened to that dog and the dude with the eyebrows?"

Lucy chided, " _Galuna_ Island, and you've seen her since then!"

Sherri murmured angrily, 'It's all your fault. You Fairy Tail members are to blame."

Lucy frowned. "E-Excuse me?"

Guildless warned, "Stay back. She's turned!"

Sherri laughed coldly as wooden hands reached for the wizards, Guildless in action. She sliced the branches in two, then tackled Sherri down. Knee on Sherri's chest, she pinned her arms down with her own just as Grey ran into the clearing.

She screamed, "Get off of me! You'll pay for what you did to my love! You'll never leave this forest!"

Guildless turned her mask to Grey. "What, kiss her boyfriend?"

Grey said, "He's been acting strange since that light showed up."

Guildless explained, "Nirvana. Its power is to exchange light and dark, or vice versa."

Grey blinked. "Anything else weird?"

Natsu growled, "I owe you a kick in the teeth for that little trick you pulled!"

Lucy tried to say, "Natsu, that wasn't really Grey back there-"

"You won't escape me!" Sherri still had a wild look in her eyes. "I swear on my life I'll avenge him!"

"Avenge me for what exactly?"

Guildless spared a hand to form another dagger in her hands, though she didn't hold it long. She could see Lyon was perfectly normal.

He continued, "I would've thought you'd have more faith in me than that."

Guildless allowed Sherri up, standing next to Grey as Sherri asked, "Is it really you?"

Grey assured, "Of course, he's a whole lot tougher than he looks."

Lyon confessed, "It was a lot closer than I'd care to admit. Even after I'd put some distance between us and the bomb, I spent everything I had keeping the blast at bay. It took me awhile to recover."

Lucy commented, "Sounds like you had as rough a time as we did."

Lyon suddenly smirked. "Wow, Natsu, where'd you find that getup?"

Natsu defended, "Why, ya' jealous?!"

Lucy sighed. "I seriously doubt that."

Sherri's eyes brimmed with tears. "Oh, my love." Dark vapour rose from her body, dissipating into the sky.

Natsu asked, "Whoa, what's that?"

Grey reminded, "I told you guys she seemed like she was possessed."

Guildless spoke, "Nirvana's power turned her grief at Lyon's disappearance to darkness and rage. Now she's fine, but we can't waste any more time. Nirvana's growing even closer to being activated."

Yet just after her words, Nirvana's light suddenly exploded into a pillar too bright to look at.

Lyon murmured, "So our mission was a failure."

Natsu exclaimed, "No way!"

Grey offered, "Hopefully that's not as bad as it looks."

Lucy denied, "Yeah, I'm pretty sure it is!"

Guildless cursed loudly, about to form her wings, but she realised there was nothing she could do if she went to the light now. _I should've left before! The Celestial wizard could've handled Angel! I'm such a fool..._

Grey added, "And once again, Erza's right in the middle of it."

Lucy cried, "Seriously?!"

Natsu agreed, "This is the most dangerous thing I've ever smelled!"

The ground began to shake, Natsu complaining, "Aw great, now what's going on?!"

Grey answered, "I dunno what it is, but it's everywhere!"

Lucy asked timidly, "Do you think this is Nirvana?"

Lyon said, "It doesn't seem like magic to me."

Guildless tensed, looking down, then barked, "Something's moving under us!"

Natsu yelled, "I don't like it shaking!"

Grey ordered, "Get a hold of yourself, man!"

Suddenly, the ground rocketed upward from underneath them, pulling them up as an arced column of stone lifted them hundreds of feet in the air. Guildless gripped Grey by the waist, keeping him from falling from... the leg of Nirvana. Nirvana was a massive, moving island of rock on six legs.

As the leg they were on stopped moving, Guildless pulled Grey up onto his feet. The ice wizard wouldn't look at her face, embarrassedly saying, "Thanks."

Guildless gave a curt nod. "If there's any chance left of stopping Nirvana, its at the top of this monstrosity."

Natsu grinned. "Then let's go!" He was sprinting up the leg milliseconds later, Grey, Lucy, and Guildless close behind. "Once I get to the top of this thing, I'll punch it into a million pieces!"

Grey asked Lucy while running, "So what's the deal with the matching outfits?"

Lucy responded, "Now is not the time!"

But they ran into trouble not long after. The legs started moving, slowly taking Nirvana forward. Guildless had to grab Natsu by the ankle to keep him from falling off. Sick to his stomach, he groaned as Guildless threatened, "Spit fire in my face again for saving your damn life, and I'll drop you on purpose this time!"

Grey chided, "You've gotta be kidding me, man!"

Lucy rebuked, "What's with you? You can't get sick right now!"

Natsu choked out, "I'm sorry... I can't help it..."

Lucy encouraged, "Just try!"

Guildless pulled him up, letting him grip the leg himself, but she still had to steady him. "This thing... keeps moving... from one place to another..." He slumped against the stone.

Grey tried, "It may be moving, but it's not like it's a vehicle! Don't think of it that way!"

Natsu closed his eyes in determination, managing to take a few measly steps before staggering to a stop. "My tummy hurts..."

Lucy desperately attempted, "Think of it like a giant octopus! Being on the back of an animal doesn't bother you, does it?"

Natsu garbled, "An octopus in the woods is all kinds of wrong."

"Don't sweat the weird details!"

Natsu slapped his face, building, "Your right, I've just got to get my mind at ease!"

Their leg took a step, Natsu sliding to the side.

Lucy warned, "Watch out!

Grey scolded, "You idiot! Stay alert, man!"

Natsu growled, "I know what I'm doing! This is a piece of cake."

Guildless yelled in frustration, "Screw this!" She slammed her fists together. "Shadow Form!" Her wings grew once again, the wizard letting go of the stone and nosediving in an arc, skimming the stone with her leather toes as she grasped Natsu's shirt only moments after he'd fallen.

She switched arms so her grip was around his chest, Natsu grinning. "Thanks, Guildless!"

Her voice wasn't quite as angry or scathing as usual. "You have a knack for falling."

"Hey!" Happy soared closer from the treetops, frowning. "I feel like I'm being replaced."

Guildless reassured, "Don't worry, I'm not carting your buddy around, cat. That's your job."

Happy glided over, grabbing Natsu by the back and Guildless released. Giving a sharp nod to Natsu, a single, massive beat of her wings was all it took to send her spiralling back upward toward Lucy and Grey. Landing next to them, her wings fell away.

Lucy couldn't see her face, but she could tell Guildless was struggling. Her chest rose and fell quickly, her side no longer bleeding but it still seemed to pain her.

Before Lucy could mention this, Grey called, "Take it all the way to the top, guys! We're going to head through there and check out what things are like on the inside!"

Guildless added, "And don't you dare get killed!"

Natsu beamed. "Getting to like us?"

"No, your master would have my ass if all I brought back was dorky pink hair and matching clothes. Now go!"

"Right!"

"Aye, sir!"

Happy and Natsu were quickly ascending up Nirvana's side as Guildless turned to the others. "You two seem to find more trouble, so I'll be keeping an eye on you."

Grey could've sworn she was smiling under that mask. "Nice to know you have our backs."

With that, they plunged into the doorway together.

* * *

 **Please stick with me- I've got an important question: from what you've seen of Guildless so far, do you think she would be better friends (and possibly more) with Natsu or Grey? If Natsu, then I'll have Gruvia, and if Grey, I'll include NaLu (which I'm definitely leaning towards). But I write for you guys, so you can choose! The poll will be on my FF account for you to vote on until the end of October/mid- November! Thanks so much!**


	11. Reform

**Hey guys! Thank you SO MUCH for all your support! I love to see so many people like my story and are letting me know. I know this chapter may feel a bit slow, but I promise, next chapter is the kick-ass action you've been waiting for! Please review and read on!**

Chapter 10: Reform

"So, any idea what this place is?"

"You mean, aside from ruins on the back of a giant monster?"

Grey, Lucy, and Guildless stood in a path between the hollow shells of buildings.

Grey continued, "I thought Nirvana was a powerful form of magic, not just a bunch of broken down buildings and rubble."

Lucy asked, "If it's a city, what happened to the people?"

Guildless muttered, "I'm wondering exactly what we're hoping to find here." Suddenly whirling around, three black daggers had been thrown into the air, blocked by chunks of stone.

"Peace, Guildless. We need not fight."

Guildless lowered her stance ever so slightly. "Even with an Oracion Seis member at your side?"

Jura assured, "There's no need to worry. Hoteye is now our faithful ally."

Grey asked, "He is?"

Hoteye proclaimed, "All you need is love! Oh yeah!"

Lucy whispered to Grey as Jura and Hoteye descended from the rooftops., "Isn't this the guy who did nothing but scream money this and money that before?"

Grey muttered back, "Yeah, I think so. Baldy must've beaten some sense into him, huh?"

Guildless interrupted from behind, "One, you two need to learn how to whisper. Two, Nirvana, remember? It switches light for dark."

Grey recollected, "Ah, right. We just went through the same thing with Sherry. Except she definitely changed for the worse."

Lucy agreed, "Yeah, 'Lady Love' basically went psycho on us for a bit."

Jura worried, "What? Is she okay? Where is she?"

Grey assured, "Relax, she's safe with Lyon."

Hoteye leapt into a lecture about the history of Nirvana, explaining how the Nirvit had created Nirvana in the hopes of creating peace in a troubled world. Guildless paid little attention to the conversation, keeping her eyes trained on their surroundings.

She was finally shaken out of her focus by the words "-criminals can find the dark side of even the most constructive of magics."

Guildless glanced down at her bandaged hands, her own, horrific features flashing before her eyes. _Don't I know..._

Hoteye continued, "In any case, now that Nirvana's been activated, it poses a clear and present threat to the entire world. We must do everything in our power to destroy it. Oh yeah!"

Grey agreed, "Sounds like a plan to me!"

Guildless negatively muttered, "That's considered a plan? I'd call it a goal." She hesitated. "Speaking of which, what's the goal? Where's Nirvana going?"

Hoteye confessed, "Sadly, Brain did not share the particulars of his plan with the rest of us. We-"

Another trio of knives was flying through the air from Guildless' hands, heading for a new visitor. The streaks of black curled around their target: a boy with white and black hair. Seconds later, Guildless wailed in pain as matching streaks cut across her body. Staggering back a step, clutching her bleeding forearm, she stood ready for another attack.

Lucy cried, "Guildless!" But the other wizard waved her off, making more daggers in her good arm.

He said, "Not true. Father didn't trust the rest of you enough to tell you."

Hoteye greeted solemnly, "Hello, Midnight."

Grey affirmed, "One of the Oracion Seis."

Lucy added, "It's the creep that's always napping!"

Midnight continued, "You betrayed us." He reappeared behind them. "I didn't think you had the guts."

Hoteye defended, "I haven't betrayed anyone."

Midnight seemed to teleport again, off to the side. "Oh?"

"I've come to realise the error of Brain's misguided ways."

Midnight's voice was deadly sharp as he asked, "What was that?" He was suddenly in front of them again. "Why don't you come over here and say that, big guy."

Lucy wondered, "How's he doing that?"

Grey asked, "Hang on, what's all this father stuff about anyway?"

Lucy guessed, "Some kind of family that slays together?"

Hoteye clarified, "I say he is misguided because he truly believes a person's heart can be changed by magic. But only love has the power to make even the weakest of hearts strong- oh yeah!"

Midnight glared, the world shifting for the three legal guild wizards. Guildless disappeared yet again, the others in a sunken pit behind Hoteye.

As Guildless reappeared in a flash of black next to the hole, Hoteye commanded, "There's no time to waste! Get to the royal throne as quickly as possible! I'll stay behind and take care of Midnight! You needn't worry about me; all members of the Oracion Seis are equal in power."

Midnight played with the beaded strand of hair hanging by his face. "You really think you're a match for me?"

Hoteye called, "Earth Magic: Liquid Ground!" His magic circle appeared, causing a wave of earth to cascade Midnight's way, yet he somehow deflected it.

Grey thought out loud, "Who would've thought the Oracion Seis would turn on each other?"

Lucy agreed, "Dark guilds aren't exactly all about peace and harmony..."

Guildless was obviously pissed, fists clenched and white, yet she said, "Good luck, Hoteye."

He smiled. "I will, now go, quickly! Also... I would prefer you didn't call me that anymore. The name's Richard. Oh yeah!"

Guildless quietly murmured, "Thank you, Richard."

He urged, "Now make haste, my fellow reformer!"

Guildless tensed. _Why? Why did he have to mention it..._

Lucy frowned. "Reformer?"

Guildless gracefully shrugged it off as best she could. "He's preoccupied. Come on, we can't afford to stand here watching." She was off, trying to ignore the pain that came from her numerous wounds. The guild wizards were close behind.

* * *

As they left, Midnight growled, "We're not supposed to reveal our true name to the enemy. That's a new low, even for you. Oh yeah."

Hoteye strongly said, "I have no interest in hiding behind a code name now that I've opened my heart to love. Prepare yourself!"

He attacked, yet Midnight deflected it once again. The young boy taunted, "And you keep loose cannons from Demon's Shadow on your side?"

Hoteye guarded, "Guildless has seen the error of her ways as I have!"

Midnight smirked. "So that's why she still keeps contact with her old guild, huh? She's no more reformed than I am." And before Hoteye could say another word, his attack was right back against him.

* * *

The four wizards had been running toward the highest tower when a massive explosion rocked the ground and sent flames up in front of them.

Grey exclaimed, "Whoa, what was that?"

Jura suggested, "Maybe one of our allies needs help!"

Lucy hypothesized, "An over the top explosion?"

Grey answered, "I bet'cha I know who caused it."

"Natsu makes it easy for us to find him!"

"No kidding!"

Guildless rubbed her side slightly. "Damn pyro's doing it again."

They kept running toward the explosion, even after it had past. After a long, heaving race through Nirvana's paths, they found a chilling sight.

"There he is!"

Brain was walking away, dragging a weakened Natsu by his prized scarf.

Lucy cried out, "Natsu! What happened to you?"

Natsu sickly murmured, "It's moving... I just can't handle it..."

Happy's weak voice called, "Hey guys... please help..."

Lucy worried, "Are you okay?"

Jura assured, "Sir Cat is still alive."

Together, Lucy and Grey asked, "Are you talking about Happy?"

Happy shouted, "You guys gotta save Natsu! Brain's taken him away..."

Brain simply said, "The Six Demons have been cut down to a meager three. We've been chopped in half. So in order to stop the bleeding in our once healthy ranks, I will fortify them with this one."

Guildless growled, "That's all I needed to know." She stepped forward. "This one's mine."

The other wizards hesitated. Guildless obviously had power, but she was so beaten... She'd been taking hits for everyone all day.

She insisted, "I can beat him- you all keep going towards Nirvana. I'll free your friend and take out the biggest problem in our way."

Brain chuckled. "You've always been full of yourself, child. Diviner was right to keep you under lock and key; he should've trained you better before setting you loose. I believe I'll have to put the dog back on its leash."

Suddenly, the tension in the air was palpable. Guildless was still, everyone holding their breath. Guildless suddenly cracked her knuckles. "You'll regret mentioning Diviner, Brain. And a little warning: make sure you can beat your opponent before you piss them off."


	12. Shade's Rebellion

**Hey guys! I'm sorry this chapter's a bit shorter than usual, but hopefully there's enough action to make up for that! Guildless is finally going into an all out fight, and it's going to get intense! Thank you all so much for reading/reviewing/favoriting; those are the things that really keep me motivated to write these stories!**

 **It might be a little late, but I decided that I wanted to give back some love. Everyone who follows/favorites, I'll be looking at any stories you have! I also will reply to any reviews here now.**

 **So to Lynn (who thanks again for all your amazing reviews!): Don't you know? Secrets never stay buried forever! Just remember: everything comes full circle in the end (all these squares make a circle and I love you if you get that joke).**

Chapter 11: Shade's Rebellion

After threatening Brain, Guildless suddenly was moving, her hands together and magic circle pulsing.

She was suddenly gone, then reappeared behind Brain, swiftly slicing her daggers as he turned, grazing his cheek. Brain seemed mildly surprised, yet unfazed by her attack.

Her daggers fading, she placed her palms vertical with wrists together. A sphere of black began to grow as she roared, "Pitch Black Cannon!"

Point blank, her blast sent him thirty feet back into a stone wall.

Lucy stared. "That's crazy..."

Grey agreed, "She's got some punch."

Jura murmured, "But enough to defeat Brain?"

Brain smiled confidently. "You've always been strong, but never strong enough to defeat one like me, you maggot." He raised Klodoa. "Dark Rondo!" A spiral of green shot toward Guildless, but she wouldn't move.

Lucy yelled, "Run, Guildless! Get out of the way!" Yet she stood her ground, arms crossed as the attack hit her head-on.

Brain smiled cockily as he surveyed the damage. Guildless was nowhere to be seen. "That was even easier than I'd thought."

"Think again." A sudden, tiny ball of black light flitted into Brain's face, then suddenly exploding with massive force, sending him flying. He landed on his feet, scowling, as Guildless slowly took full shape again from the mass of darkness she'd been before. "You thought you could beat me with Darkness Magic? And not even a powerful form? The Arc of Night makes me resistant to other Darkness Magics."

Brain barked, "Resistance is not invincibility! You have no tricks left, Guildless. That is your only offensive- your ability to slip behind my defenses. What else do you have to stop me?"

It was quite obvious Guildless wasn't very daunted. "Oh, I'll find something in my arsenal." She hit her palms with curled fingers together. "Blackness Rain!" Nearly invisible flashes of black were all that was visible of her attack as it battered down on Brain, Guildless herself advancing quickly by foot, daggers in her hands once again- but she underestimated Brain's reaction time.

Just as she slashed at his head, Klodoa was brushing her side. She didn't have enough time to stop it as Brain ordered, "Dark Capriccio."

Guildless was swept into a far away building in a raging pillar of red and green. When the dust cleared, it was plain to see Guildless was pressed into the rock, looking close to passing out from the pure force of impact.

Brain bragged, "Perhaps I should take you as my own, as well. You'd make a wonderful puppet. Powerful, but easily controlled. Just as you've always been."

Jura decided, "That is enough. I must intervene."

"No!" The voice that spoke wasn't as weak as it should've been, rage seething beneath the surface. Guildless pried herself from the ruins, stumbling and falling to her knees. As she shakily stood, she continued, "I started this, now I'll finish it."

Brain had made his way to stand over the girl. "Finish it? Not likely, child. Now, the Six Demons can be Five, at the cost of one Demon's Shadow and a Fairy."

Suddenly, Brain was somersaulting across the ground, blasted back by an open, steaming palm. Guildless stood straight, and just as when she'd stood over Inferno, the eyes of her mask glowed with a menacing, very evil looking red light.

Her voice was suddenly colder, more rigid. "One shadow? I'll take that bargain." She hit her fists together, but then slid her left hand back to her elbow as if supporting her right, which now had her first two fingers and thumb pointing at Brain.

Brain saw this gesture and desperately yelled, "You can't! You don't have the strength!"

A cold laugh echoed from inside her mask. "Let's test that theory. Arc of Night: _Shade's Rebellion!_ "

It was unlike any spell they'd ever seen. The magic circle that appeared around Brain was ringed with ancient glyphs, but that wasn't the horrific part.

Brain's shadow was suddenly no longer mirroring his actions. It gripped its head, twisting as if in agony as it suddenly began rising off the rocky ground, taking a full, 3-dimensional form. If Brain had black skin and clothes, his shadow would've been a perfect copy, it's soul-less eyes bearing into its original.

Brain stared at his own shadow in terror as Guildless murmured, "Attack."

The shadow lunged for Brain, the latter quickly casting, "Dark Delete!" Yet the disks of darkness merely past through Brain's shadow as it bore down on him. While unaffected by magic, it was quite solid, locking its unnaturally long fingers around Brain's throat. The man struggled, but couldn't break loose, no matter his fighting or magic.

Jura looked on in shock. "Guildless, stop this!"

Yet she didn't seem to hear, Brain slowly slipping as the shadow eagerly did her bidding.

Lucy yelled, "You've beat him, Guildless!"

Grey agreed, "End the spell! You're going to go too far!"

Grey's words seemed to finally wake Guildless from her seeming trance. Lowering her arms, the shadow suddenly melted back to the ground.

Brain stared blurrily at Guildless with a newfound fear. The girl murmured, "Blackness Rain." And with a final hail of darkness, Brain collapsed, defeated.

Guildless looked at the legal guild wizards, gave a quick nod... and fell herself. Crumbling to her knees and soon after falling backwards, Guildless' every breath echoed in her mask, her eyes trained wearily on the dark sky.

 _Not a monster. Not yet..._ She glanced quickly at the guild wizards who rushed to her side, eyes pausing mostly on Grey. _I'm holding on, t_ _hanks to them. It could've been worse... I could've hurt someone again._ She took a deep breath, repeating her mantra in her mind as if her life depended on it- when in truth, everyone's life depended on her believing her words. _Not a monster... Not a monster..._


	13. A Healing Hand

**Thank you all so much for your support! I love you guys so much for supporting me like this! This chapter is obviously filler, but don't worry, I'll have a pretty satisfying revelation soon... *evil cackle***

 **Lynn: It's okay, didn't expect many to know it.**

 **Derpulies: Thank you so much! I hope you can enjoy reading about Guildless as much as I love writing her. I'll keep dropping my hints, and I'll give you a clue: you'll want to remember a name in this chapter- it's very important- and a certain feature of Guildless's.**

* * *

Chapter 12: A Healing Hand

Lucy kneeled next to Guildless' fallen form, timidly touching her arm. "Guildless?"

"Y-you know it..." Guildless managed a weak thumbs up.

Lucy smiled, gently helping Guildless sit up against a rock. "That was amazing!" She hesitated. "But what happened at the end? You were acting kind of... evil."

Guildless murmured, "Almost lost control... Arc of Night is difficult... It takes more energy than I really had... I was trying as hard as I could... not to lose the spell... had to focus..." Guildless was hoping that her lie would hold up. She couldn't let them figure out what was happening. It would devastate all she'd been trying to build for the last three years.

Luckily, Lucy bought it. "It's okay. Try and get some rest. You just beat the leader of the Oracion Seis!"

From a few feet away, Brain mused, "Yes... I never imagined I would fall like this... losing a battle to a Demon's Shadow wizard."

The joy of victory was now the shock of fear. The guild wizards looked at Guildless, her face hidden beneath her mask.

Guildless found that lucky, because, under her mask, she was panicking. _Why? WHY? You couldn't just keep quiet, Brain! I have to protect my identity. They can never know what I really am. Lucy was too ignorant to know my face, but if they saw... oh no..._

"Sore loser... aren't you, Brain?"

Jura narrowed his eyes at her, seemingly not convinced.

Brain accused weakly, "You wouldn't let the Saint fight... you needed the credit... to go back to your guild in glory. Removing the competition... I never thought Diviner would fall to such lows."

Guildless tried to sit up but gasped in pain at her side. "Lying coward!"

Brain looked back to the sky, seeming to forget she was there. "Please hear my words, Midnight. You're our last remaining hope. You must not allow the six prayers to disappear. They are our only hope of keeping him at bay."

Jura was curious of his last words but first turned his attention to Guildless. "Is what he said true?"

Guildless clutched her bleeding side, defending, "No! Of course not! It's a fact that I hate Demon's Shadow with a passion... Most of the dark guilds I've dissolved were under them. It's Brain's attempt at dividing us."

Jura paused, then nodded. "Very well. I had to ask." He thought, _Though Demon's Shadow seems to be recurring around her. Hoteye had mentioned she was a reformer... Hmm. I'll have to keep an eye out for any trickery, though she would have most likely struck before now if she wished to defeat us._

Guildless slouched back, letting her head fall back a bit. Lucy noticed the fine lines that were the scars that traced her face and barely showed before disappearing under the black cloth around her neck. If she hadn't known to look, she never would've noticed with how little they showed, despite being decently wide.

Suddenly, a new voice interrupted her thoughts. "Hey, guys!"

Lucy exclaimed, "It's Wendy!"

Carla sniped, "Just as I thought. Only those hooligans could make such a ruckus."

Happy weakly greeted "Carla!" before falling back on his face.

Wendy fretted, "We're in trouble! I think this city is headed straight toward my guild for some reason!"

Gray soothed, "Don't worry, everything's going to be okay."

Wendy suddenly noticed Brain, then Guildless. She backed a step from the masked wizard, though Guildless seemed to be unconscious. "Sh-She's with Demon's Shadow!"

The guild wizards became rigid again. Jura moderated, "We've heard this accusation before. Guildless has done nothing but help us thus far, though, so we will trust her."

Guildless called drowsily, "Thanks for that vote of confidence."

Wendy looked a bit confused but nodded. "Okay, I believe you. I'm sorry, Guildless."

The weakened wizard responded in a lackadaisical voice. "Fine, fine..."

Wendy saw how battered she was, offering, "You look like you've been through a rough fight." She walked over. "Here, let me heal you."

Guildless protested as Wendy started healing the wound on her side, "Kid, save your strength. I've been in worse situations than this."

Wendy said, "I won't use too much magic healing you, but you need to be able to at least stand up."

Guildless sighed. "... Thanks, kid."

Gray got back on subject. "His buddy the Snake Charmer is over there."

Wendy marveled (lol), "Wow!"

Lucy explained, "From what we can gather, this creepy Brain guy is also the one who's been controlling Nirvana. Now that he's out cold, the city should stop any moment."

Carla wasn't so sure. "It doesn't sit well with me. He is down, but did you ever find out his reason for targeting our guild?"

Gray shrugged it off. "Nah. I think it's just 'cause that's the kind of thing villains do."

Jura confessed, "I still have some lingering concerns, but the worst is over."

Natsu moaned, "No. I don't think so..." Looking up, he begged, "Guys, please... stop this thing."

Wendy looked over her shoulder at him. "Oh, you poor guy! Have you been poisoned too?"

Gray and Lucy shook their heads in disappointed unison.

Carla asked, "So what's your problem, tomcat? Don't tell me that you're too weak to stand."

Happy sadly admitted, "Yes, ma'am."

Wendy suddenly pulled her hands away from Guildless, seeming a bit surprised. _No. I must've been imagining it. But it was so strange... I couldn't sense anything underneath her bandages. It was like that part of her body didn't even exist._ "All done!"

Guildless touched the hole in her shirt that let her coppery abdomen feel her cold hand's touch. Standing, she still seemed amazed by Wendy's power as she saw only smooth skin where bruises and blood had been. "You... You've got some talent, kid. Thanks."

Wendy tilted her head slightly as she smiled. Under her mask, Guildless smiled sadly. _Wow. If she had a little darker hair, she'd look just like Gale- no! No thinking about them. Diviner, Gale Force, Scribe, Doppelganger... I have to forget them all._

"-less? Guildless?"

The lone mage suddenly looked up to see Lucy's concerned face. "Sorry. Thinking."

Lucy nodded understandingly. "I was just saying we should head to the throne. That's where the controls should be."

Guildless gave a quick bob of her head. "Then we shouldn't waste any time. Let's go."

The group managed to make their way to the tower, despite Natsu's being motion-sick. Yet at the top, there seemed to be nothing.

Gray frowned. "Now I'm totally confused."

Lucy agreed, "No joke, me too."

Gray continued, "You would think there would be some kind of control panel or something up here."

Guildless suggested, "Unless Brain either _wasn't_ controlling Nirvana after all, or he put it on autopilot somehow."

Lucy worried, "And if it is, then it may be programmed to fire as well."

Off to the side, Natsu suddenly leapt up, yelling and jumping. "Oh yeah! I'm back! I feel a million times better! You're a lifesaver, Wendy! You got to teach me that spell sometime!"

Wendy sadly said, "But... It's my Sky Magic. Sorry." But Natsu was already gone.

Shaking Lucy's shoulders, he exclaimed, "Wow, I don't feel like I'm riding anything anymore! Hey Lucy, summon one of your trainer boat spirits for me."

Lucy prepared to yell, but Guildless swiftly cuffed Natsu in the head. "We have more important issues, Natsu! We have to stop Nirvana."

Natsu rubbed the side of his head, glaring at Guildless. "I know that!"

Guildless retorted shortly, "Then act like it."

Lucy asked, "Did Hoteye- I mean, Richard- lie to us?"

Jura cut off, "No. I believe him to be a man of his word."

Carla voiced, "There is a much more pertinent question at hand, or should I say, a different way the question of how to stop it should be phrased. There are no visible controls, the royal throne is empty, and the one assumed to be piloting it is defeated. So instead we should as why is it still functioning the same as it was before?"

Gray repeated, "Like Guildless said, if it's on autopilot, there's not a lot we can do."

Wendy sniffed, looking down as tears formed in her eyes. "Our poor guild is in trouble..."

Natsu assured solemnly, "Don't worry. I won't let this thing hurt your friends. I owe it to you. I'll stop it, I promise."

Guildless muttered, "Reckless idiot." She sighed. "Though the same probably holds for all of us." _I know she's not Gale Force, but she looks so much like her... I can't help but want to protect her. I can at least feel like I've done something for someone like Gale in my life._

She glanced down at her hands, ever wrapped in black bandages. _Not a monster. Not yet. Soon, though... It won't be long._


	14. Defense

**Hey guys! I'm sorry for the late update, but this chapter was stumping me. I was trying to figure out how powerful Guildless was in comparison to Zero, how to not make this super boring, more snarky Guildless, but it's not my favorite product. Next chapter should be better, so don't worry, I'll update on time. Thanks for reading/following/favoriting, and please review!**

"So if there isn't a pilot seat or control panel where we can stop this thing, what are we going to do?"

Happy looked like he would cry with worry, his Dragonslayer replying simply, "Destroy it, of course."

Lucy deadpanned. "Leave it to us to demolish a city, right?"

Guildless cut in, "Even for you fools, that's more than you can destroy in a few minutes. We don't have the time to waste on trying to break this entire thing. We need a single way to destroy it that we can assure."

Jura agreed, "Perhaps Brain knows a way to stop Nirvana."

Carla huffed. "I doubt that brute would share such information with us."

Wendy whispered to herself, "If he won't tell us, maybe Jellal will know." Her eyes widened

Her eyes widened at her last memory of him, Lucy asked, "Everything okay?"

Gray asked, "Think of something that'll help?"

Wendy excused, "Well, I'm not quite sure, but it may be the best option we have so I'll try to find it."

Guildless tilted her head slightly, eyes following the girl behind her mask. _Careful, kid. The world doesn't take it easy on little ones like you._

Carla flew after Wendy, Gray protesting, "Hey!"

Guildless muttered, "Let her go. She's a Dragonslayer, she'll be fine." _Gale was a prodigy, a league above all others our age, but I lost her- no. Gale's not important right now. Got to stay focused-_

 **"My friends."**

Guildless had her knives out in an instant, on high alert.

 **"Can you hear me? It is I, the wizard known as Hoteye."**

Lucy asked, "Do you guys hear that too, or am I going crazy?"

Natsu agreed, "No, I heard it too."

Guildless let her knives fade, still obviously annoyed. "Great, I absolutely love it when people get in my head."

Jura called, "Did you defeat Midnight, Richard?"

 **"I tried my best, but it seems in the end, my magic wasn't strong enough to trump his. Do not concern yourselves with my rescue. You must work together to bring Midnight down for good. If you succeed in defeating him, Nirvana's source of magic power will be rendered dry and the city will cease its destructive path."**

Natsu looked confused. "Am I supposed to know this guy?"

Guildless slapped him on the back of the head. "Dumbass. It's Richard, the one with red hair who says 'oh yeah,' keep up."

Natsu rubbed the back of his head. "Didn't have to be a jerk about it."

Gray asked, "So we can stop Nirvana without destroying the whole thing?"

 **"He's directly below you, just below the royal throne. His power is not one to be underestimated. Please, be cautious, my friends!"**

Jura smiled. "The same to you, Richard."

Lucy urged, "What are we waiting for?"

Guildless' voice was less peeved now. "For the news to penetrate a few thick skulls."

Gray grinned. "This mess just got a whole lot easier."

"I'm all fired up now!"

Guildless chuckled. "And there it is."

Natsu invented new insults for Midnight as Richard continued, **"Only one of the six prayers still remains on the battlefield. Every ounce of my trust and confidence is with you, my friends. Defeat Midnight, and stop Nirvana once and for all- oh yeah! I wish you luck, my faithful comrades."**

The wizards could hear a groan and their connection was gone.

"Sir Richard!"

* * *

"He should be through there!"

It wasn't seconds later they'd raced down the staircase to the double doors at the bottom of the tower. Natsu immediately started attempting to kick them down, yelling, "Let's do this thing!" He tore open the doors, a white light coming from them.

As Natsu kept yelling, Guildless lunged forward. "Stop!"

She grabbed Natsu and yanked him back, toppling him and his momentum taking her to the ground with him as Jura yelled, "Everyone get down!"

Guildless scrunched her eyes closed. _So much energy... This could be the end. But at least I'll die human._

Then, the world was gone in a flash of light that she still could see through her eyelids.

* * *

"Hey, you guys! Everyone okay?"

Guildless' eyes shot open, her body stiff and ears ringing from how close Natsu's ever loud voice was. She groaned, muttering, "Can't you shut up for five minutes..."

Gray agreed in a slurred voice, "Keep your voice down, will ya? I'm trying to sleep here."

"Aye..."

Lucy wondered, "Are we really this stupid? We're in Fairy Tail, I can't believe we fell for that trap so easily- ah!" Lucy recoiled from hitting the stone ceiling.

Gray observed, "Well, we're also dumb enough to be buried alive."

Guildless sat up carefully, not wanting to knock her mask off. "Not all of us are Fairies, and I was the one who tried to warn you."

Gray cast her an annoyed glare. "Didn't give us much warning."

Guildless' voice was pure aggravation. "And you didn't give me much time to act. Now, let's get out of here." She quickly pounded her fists together. "Shadow Form." Her large wings formed, pushing the ground upward and breaking the dome over them. As she she stood, she went stock still, seeing the sight before her and being obviously shocked.

Jura stood in front of them in a defensive position, breathing hard. Several pillars of stone had come to block the blast, but he obviously had still been hit.

Guildless was moving forward as the others emerged, Gray yelling, "No!"

Lucy put her hands to her mouth, whispering, "He risked his life to protect us."

Natsu encouraged, "Paps, hang in there!"

As Jura's rock dissolved, he turned slightly, his voice strained. "The strength and courage you possess... your guild is a lucky one." He began falling, finishing, "It brings me great relief to know you're still alive."

Yet before he could hit the ground, a black wing slid under his back, slowly lowering him to the ground. Guildless' wings faded as she kneeled over Jura, hand on his chest. She whispered too quietly for the Fairies to hear, "Thank you."

A smile appeared on Jura's face as he slipped out of consciousness.

"Paps, no!"

"Please don't go out like this!"

"Don't die!"

"Jura!"

The Fairy Tail wizards were next to Guildless in an instant, the lone mage standing. Her expression was hidden behind the mask, but her voice betrayed her worry and gratitude. "Don't worry, I think he'll make it. He's a Wizard Saint, after all. But until Wendy gets back, we can't do much for him."

Lucy kneeled next to him, worrying, "He looks pretty bad."

Gray assured, "Don't worry, Paps. We'll get help for you."

Happy nervously asked, "What are we going to do?"

Natsu raised a clenched fist, shaking with rage. Guildless rested a hand on his fist, the soulless eyes of her mask looking at him with something in them for once. Maybe it was the way the light hit her mask, but he could swear he saw actual eyes with worry in them, trying to extend comfort. Something about seeing her eyes made Guildless so much more human, less impenetrable. It disarmed him, making his anger fade for the moment. He understood her look: save your rage for when there's something to fight.

He wouldn't have to wait long.

"Ridiculous."

Guildless had turned around, knives in hand as quickly as Natsu's rage refueled.

"Brain is such a fool. He used the last of his power to lay his trap, yet only one fell in its snare."

Gray demanded, "Who are you?!"

Happy exclaimed, "Over there!"

The wizards turned to face- a staff. A talking staff with a skull on top. "He was a pitiful leader. A disgrace to the Six Demons. But our goal has not fallen out of reach. As long as Midnight stands, we shall be victorious." The staff floated closer, the others staring at it. "Since he's busy at the moment, there's nothing keeping me from disposing of you myself."

Happy screamed, "The cane's talking to me!"

Lucy pointed out, "As a talking cat, I wouldn't think you'd find it all that surprising."

"I guess."

As Klodoa laughed, Guildless cut in, "Okay, we are not wasting time on a freaking staff." She slashed her hand through the air in front of her, a ripple of shadows hitting Klodoa and slicing the staff section in half.

The Fairy Tail wizards stared as Guildless walked over to the skull and half of staff that remained, putting a foot down on the staff. "So, now that you're done with your customary 'why we should fear you' speech, here's the part where you tell us what we want to know."

Klodoa snapped, "You evil little brat! How dare you chop me in half! I'm the venerated seventh member of the Oracion Seis! I will not stand this treatment."

Guildless' voice was growing annoyed again. "Yeah, so revered, I've never even heard it. Now tell us, why are you targeting Cait Shelter?"

Klodoa stubbornly insisted, "I wouldn't tell a ruffian from Demon's Shadow anything!"

Guildless went ridgid, fists turning pure white. "Wrong answer." She pressed down her foot, splintering his staff further.

Klodoa instantly was explaining their reasoning in seconds, and though the Fairy Tail wizards were listening, they were nervous. Demon's Shadow seemed to be a recurring theme around Guildless, and a very dangerous one. Lucy whispered, "Can we really trust her?"

Gray murmured back, "We keep our eyes open, but so far, she's only helped us."

Guildless heard them easily, but she didn't acknowledge them. She wouldn't give them reason to distrust her. Not unless it could be avoided. She demanded of the staff as it finished, "How do we stop Nirvana?"

Klodoa insisted, "Not going to happen! Not while..." He trailed off, sockets growing wide. "No... The Six Demons have been defeated!"

Guildless hesitated, releasing pressure by mistake, Klodoa wriggling free to float in front of them in worry.

The crystal in his mouth fell out, his jaw opened so wide. "The horror, it's imminent! The great one is coming!"

Guildless growled, "Who's this 'great one?' Speak up or I'll slice you in half the other way."

Klodoa balked for a moment, then confessed how their master had another side, a darker side that only craved destruction. Guildless almost burst out laughing. _Now everyone's just copying my life story._

Natsu grinned. "That sounds like a challenge to me."

Guildless growled, "Not everything's just a challenge, flame-brain. Sometimes, it's a threat."

The wall next to them was suddenly blasted open, Klodoa cowering. Guildless immediately stood in front of the guild wizards protectively, arms raised with black light glinting between her fingers.

As Brain walked through the hole, the change was obvious. His expression was harder, his tattoos gone from his face. The biggest change was his blood-red eyes that Guildless seemed to glare back into.

Klodoa smacked his head on the ground several times. "Oh, Master Zero! I humbly welcome your return!"

Lucy asked, " _Master_ Zero?"

Zero asked, "Things have taken quite an interesting turn, haven't they, Klodoa? Even Midnight fell in battle."

Klodoa bowed a few more times. "Please, sir! I beg you to grant me forgiveness!"

Zero said, "You misunderstand me. I'm not displeased. On the contrary, it's been far too long. This feeling I have..." He raised an arm, looking at it. "This flesh, this power, I've longed for it!" He clenched his hand into a fist, summoning his power. "It's time for me to begin the task for which I was summoned!"

Klodoa whimpered, "Yes, sir!"

Brain shed his cape, requipping another on. "You scum. You've done an admirable job of destroying my guild. But as it's master, I am bound by my obligation to take my revenge."

Lucy whispered, "No way. _He's_ the true leader of the Oracion Seis?"

Happy answered, "'Fraid so."

Guildless growled, "Not a damn bit of your vengeance is getting through me, Zero!"

Gray inserted, "Hey, we're fighting too!"

Natsu agreed, "I'm all fired up."

Zero honed in on Guildless, ignoring the others. "That's it. I'll start with the Demon's Shadow one who hurt this body while Brain was in charge of it."

Guildless growled, "I beat you once, I'll beat you again, new attitude or not." She gathered an attack. "And for the last _freaking time, I'M NOT FROM SHADOW!"_

Zero attacked before she could launch her own. Guildless quickly shifted to defensive. She couldn't go to shadow- the attack would only hit Fairy Tail. She hit her fists together for her next option, then putting them forward and parallel in front of her. "Shadow Guard!" A medieval-style shield of black appeared in front of them, the attack pounding against it.

Yet her shadows began to crack, Guildless panicking slightly. _Plan C._

She whipped around, still giving energy to support her crumbling shield. In rapid succession, her fists hit, slid forward with palms together as if praying, then swept to either side. A wall of shadow appeared with each arm, sweeping the guild wizards out of the range of the blast as it destroyed the last of her shield. The attack hit her squarely in the back, sending her flying.

Lucy cried, "Guildless!"

The lone mage was sprawled on her chest, mask cracked again, this time having a chunk come off. Her mouth was visible, a line of red visible from her mouth. The back of her shirt was completely blasted away, leaving a massive hole. But she still was conscious. Her arms shook as she tried to push herself up, muttering, "Darkness... Is my element... Not as effective..."

She got to her knees before another blast of green sent her through the next wall, tumbling into the street.

Gray stared after her for a moment, then glared at Zero. "You're going to pay for that!"

Zero answered, "The only payment I owe is blood, boy."

It wasn't a minute later that all the wizards lay unconscious on the ground, damaged and defeated. But before Guildless' world fell black, she whispered, "I'm sorry, Gramps. I failed again..."


	15. Lacrima for All

**Hey, guys! Thank you so much for the reviews, guys! I love hearing from you, and this chapter came so much easier once I had your response to inspire me! So I hope this chapter is good, and please, keep the reviews coming!  
**

 **Derpulies: Thanks! Don't worry, her story gets better. ;)**

 **Lynn: I was hoping everyone understood what I was trying to show, and you proved that! There's one month left for her history to come to light, so you bet she's going to have a few more secrets slip.**

When the others were being called on mentally to destroy the lacrima, Guildless could hear. She heard their determination, their pleads for help. She managed to open her eyes, the world bright despite it being nighttime.

 _We're all so weak... How do they plan to have us destroy several lacrima? Whoever gets to the lacrima with Zero's a dead man._

Yet out the corner of her eye, she could see through the hole she'd made that the Fairy Tail wizards were rousing, making their way to the highest position they could reach.

 _They get up, even if they don't have the strength._ She tried to move her arms, though they felt like lead. _I don't understand how, but if they can find the strength, so can I. I've lived this long, I'm not about to let this be the end of me._

Her arms were stiff and heavy as she lifted them, pushing herself shakily to a sitting position. She muttered, "Might as well help, since you woke me up."

Hebiki smiled as responses came, all five (counting the cat) reported their consciousness. "Guys, my telepathy's about to cut out. But awhile ago, I uploaded a map to each of your minds. I numbered the lacrima so you could find them. Everybody choose a number, okay? Then split up and-"

Natsu growled, "I'll take one."

Gray continued, "Two."

Lucy groaned, "Guess I'll take three. Please don't let Zero be there."

Guildless answered, "Then four is mine."

Erza volunteered, "I can take number five."

Natsu got to his feet. "Erza! Guess you're feeling better, huh?"

Erza responded, "Yeah, it's all thanks to you guys."

Ichya chimed, "I'd get six... But I've sort of fallen off of Nirvana."

A foreign voice started, "That leaves me with-"

"You're left with number six." Erza finished.

Natsu demanded, "Who's voice did I hear just now? Is there someone there with you?"

Guildless cut in, "Does it matter? He can destroy a lacrima. That's all we need to know for right now."

The connection suddenly snapped, Guildless pushing to her feet, looking out as Christina crashed to the ground. She tried not to think about it. She still had a job to do. "Come on!" The Fairy Tail wizards inside turned to see her, though she turned slightly so they couldn't see her cracked mask that showed her lower face. "Those lacrima won't blow up on their own, guys. Whoever gets Zero, you'd better hope you've got some power left."

The wizards split up, making their way to their respective lacrima.

Guildless used the wall for support to conserve her energy until she reached the lacrima. _He won't be at this lacrima. I know he won't. He'll be at number one, with an ego like his. Damn it, Dragneel probably knew, with that nose. I guess I just have to hope that he's got enough guts to him to pull a victory out._

A flash of a young, pink-haired boy grinning with a giant blue and white egg in his hand appeared in her eyes. _No. No thinking about the past._ Yet next she saw a dark-haired boy in nothing but his boxers. Her free hand gripped her forehead. _No! Focus. Forget you ever saw them back then._

She looked up to see the lacrima in front of her, no Zero. "Great, someone else has to deal with him."

She sat down in the doorway, counting down the seconds with the counter, but it wouldn't keep her mind off the past.

 _15 and 46, 15 and 45, 15 and 44..._

A redhead in armor.

 _13 and 59, 13 and 58, 13 and 57..._

A white-haired trio.

 _10 and 32, 10 and 31, 10 and 30..._

A card dealing brunette.

 _8 and 10, 8 and 9, 8 and 8..._

A teenage blonde with a lightning scar over his eye.

She gave up on counting, gripping her temples with both hands. "I don't need to be thinking about this... Ugh, this is hard enough already..."

 _I need to focus. I haven't gotten this distracted by my past in the past nine years. Why is it so hard now? It's not like they know who I am... Lucy wouldn't tell them about me, she has too much honor in her word. Natsu's nose is good, but I've changed. Even if they saw my scars, they might not really recognize it as me. I mean, it was so long ago..._

Yet horror gripped her as this thought came. _Maybe they forgot me. 9 years is a long time. It's for the best, I guess. Still, I wish I didn't have to break my promise._

The countdown hit three, knocking her from her thoughts. She softly chided herself, "Stop distracting yourself. They need you now, not in the past." She stood, swaying slightly. "I hope the others have gotten around safe."

She kept all other thoughts out by thinking only of her protected guild's safety. _I'll shatter this entire place if I have to. The only thing that matters is I keep them safe. Even if it means letting a little loose._

She grabbed one of the bandages on her wrists, unwrapping it from around her hand and wrist. On the inside of her wrist, just before the joint to her hand, a small fleck of what appeared to be black stone beneath her skin. No bigger than a pebble, it lay beneath her skin like a black diamond in a sword's hilt.

She shed the other bandage on her other hand, a matching stone in her wrist. Letting her bandages flutter to the ground, she hit her fist into her palm, then slid her palm up her arm to support the other at the bicep. A magic circle opening like a flower at her feet, a sphere of black appearing at her fist.

She took the last thirty seconds to charge her power to maximum to make sure that it would be destroyed. At the count of three, she roared, "Arc of Night: Concentrated Blackout!"

The sphere turned into beam of black, striking the lacrima with such force, it shattered into pieces smaller than the stones in her wrists. She waited, smiling when the lacrima didn't repair. "Good job, boys and girls."

Yet almost immediately the entire room began to crumble. Quickly gathering up her black cloth, she rapidly and sloppily rewrapped her hands as she walked as fast as she could through the corridor. _I always forget how powerful I feel when I don't suppress my lacrima. It's still so tempting just not to wear these at all..._

Yet she completely covered her lacrima, her surge of strength cut off. She swayed into the side of the hall, gritting her teeth. "Damn it..."

Yet she staggered on, through the crumbling passage until her path met another's. "Gray!" She tipped her head forward so her wild hair would cover the missing section of her mask

She tipped her head forward so her wild hair would cover the missing section of her mask as the wizard greeted, "Nice to see you, but we got to get out of here!"

Guildless nodded, holding out her hand. "I've got the power for one spell."

Gray hesitated before taking her bandaged hand. What little energy she had left, she dedicated to a single spell. "Shadow Form!" Her wings appeared, quickly beating and sending her forward, nearly yanking Gray's shoulder from his socket as she did so.

The two glided through the passage, swerving to avoid rocks until the night shone at the end of the passage.

Guildless pulled Gray up with all her strength so he wasn't so close to the ground. "Brace yourself!"

Gray grabbed her around the waist so she wouldn't have to hold him one-handed, not thinking about their position.

As they soared out into the night, Guildless folded her wings around herself and Gray, her spell taking the brunt of the attack until it gave out, the two tumbling after each other.

Groaning, Guildless lay on her back, only partially conscious of a weight on her chest. Gray opened his eyes to darkness and... warmth around his head. He quickly pulled away, red with horror of where his head had fallen.

Guildless slowly sat up and Gray could see a tiny bit of red through her hands shielding her face. She asked slightly pleadingly, "Never happened?"

Gray agreed, "Never." He stood, looking at Nirvana. "It's going down fast. I hope the others are okay."

Two figures can from the smoke, Erza and a now strangely buff Ichya. Erza cried, "Gray!"

"Erza! And..."

Ichya came pounding in. "I'm so glad you made it out safely, my blazing haired beauty!"

The Fairy Tail wizards screamed in surprise, Erza pointing a spear. "Who are you?!"

Guildless muttered, "It's Ichya, Ginger-spice. Let me guess: you used one of your potions to increase your physical strength?"

Ichya grinned. "Yes, my parfum of strength made my body reflect the man within!" Guildless rolled her eyes as he continued, "I used the parfum hoping to come aboard Nirvana and help, but it seemed you had the situation under control, my honey."

Erza muttered, "I'd kick him out of the alliance, but he's so dependable..."

"OHHH!"

A grandfather clock fell from the falling city, a wizard and cat stuffed inside. It mimicked, "So dizzy, she says in a warbled tone."

"An enemy!"

Erza ordered, "No, stand down."

Gray agreed, "Yeah, it's just one of Lucy's spirits."

Lucy crept out of the clock. "Thanks for saving us, Horologium. But I don't even remember summoning you."

Guildless interjected, "Your spirits have power too, kid. They are just as capable of opening a gate as you."

Lucy blinked. "You know about Celestial spirits?"

Guildless shrugged, turning her head away so her lower face was shadowed. "Had experience with them. To be honest, you're the only one I've met that doesn't make me want to shoot myself."

Lucy looked at her strangely. _From Guildless, that's almost a compliment._ Happy chimed, "Well, you're welcome to rescue us anytime you feel like it! Thanks!"

Jura's bass came from another path, Wendy and Carla with him. "Thank goodness you're alright."

Carla admitted, "Even that silly blue tomcat."

Wendy excitedly called, "Natsu and Jellal! Are they here?"

Guildless smiled slightly at the young girl. "No, but from what I know of Natsu, we'll be seeing the explosion soon." Still, worry crept into her thoughts. _You're failing again. You can't do this to them for the second time._

Lucy put a hand to her mouth. "Now I'm worried."

Gray assured, "He's probably lost in the Woodsea, knowing that flame for brains."

Wendy called, "Hey, Natsu!"

Happy ran across the ground, yelling, "Where are you buddy- ah!" The ground under his feet shifted, rising into the air. Hoteye, a spiky-haired wizard in each arm, stood where the ground had changed.

Guildless let out the breath she'd been holding. _Good. I don't know if I could've gone back to Makarov without one of his kids._

"Love drives us to save our friends- oh yeah!"

Gray smiled. "There he is, always with the dramatic entrance."

Wendy had tears welling in her eyes. "You're okay."

Carla cried, "What on earth is he doing here?! He's one of the Oracion Seis, isn't he?"

Jura promised, "Yes, but he's on our side now. It's a long story. I'll explain later."

Wendy excitedly tackled Natsu in a hug, crying his name.

Guildless almost cried. _How? How does she remind me so much of Gale? The wind magic, the tendency to cry... This shouldn't be so distracting!_

Luckily, there was something else to distract her. Now, being out in the night with the moon and stars to fuel her, her Arc of Night was at its peak, even if her magic power wasn't, it still met with a spike. She couldn't cast a spell, but she could sense massive movement down a large path, coming their way. With the aligned footsteps and carriage, she knew what was happening.

She didn't explain- her wizards wouldn't be in trouble, and even if they were, she would intervene. But she couldn't get caught. If the new council was anything like the old, they wouldn't approve of her vigilante style.

She stood completely, racing off toward the trees without a word.

Erza called, "Guildless, where are you going?" Yet she had no answer, the other girl disappearing into the treeline. "What's she doing?"

Jura narrowed his eyes. "I have been suspicious of her since her many charges of being a part of the Demon's Shadow guild."

Hoteye protested, "I only recently left the Seis and yet I have been deemed trustworthy. Guildless has been separate from her guild for several years now."

Gray demanded, "You mean she's really a part of Demon's Shadow?"

Hoteye admitted, "To my knowledge, yes, but she's caused much trouble to the guild lately. Brain even asked their guildmaster to send a member to remove her from today's battle."

Natsu glared off after her as Hoteye continued, "Do not be quick to judge, my comrades. People change, and I believe both Guildless and I have changed for the better- oh yeah!"

Natsu growled, "As long as she doesn't mess with our guilds, then it doesn't matter to me."

Lucy frowned. "She wouldn't leave us if something dangerous was coming. So why'd she go?"

Ichya whined, "Perhaps she also had to make a letter of the alphabet."

He turned to leave their clearing, but hit an invisible barrier. "Or perhaps she saw this coming."

The Rune Knights arrived, taking Hoteye and Jellal, the latter with much protest. In the end, Lahar looked around, scowling. "Damn it." He glared at the guild wizards. "If I find that you are keeping Guildless from justice, the Rune Knights will return."

Natsu growled, "That a threat, buddy?"

Lahar corrected, "A promise. Guildless has been dispensing vigilante justice for three years, and three years too long. I will be the one to bring her to justice." With this, he left.

A few minutes later, Guildless slunk back into the group after Erza had gone off to be alone, Wendy soon going after her. "Thought they'd never leave."

Natsu growled, "Where the hell did you go?!"

Gray glared. "And I think there are a few things you should share. Such as your guild affiliations."

Guildless wanted to scream curses. _Why? WHY?!_ She sighed. "I left because I didn't want to spend my life in jail. I don't get along with the law. As for all this crap about me being in Demon's Shadow..." She closed her eyes, bowing her head slightly.

"It's true."

The group tensed as she put her hands up to show she meant no harm. "Calm down, I _was_ in Shadow. But I left. The guildmaster of Shadow told the world that I'm simply a little uncontrollable, but in reality, he's trying to cover up that I defected."

Gray snapped, "So why should we trust you?"

Guildless simply answered, "You don't need to. I'm in more danger in this situation than any of you. Shadow'd be overjoyed to find me in such an exposed place as a guild. I've completely separated myself from them, I swear on my life." Her voice was completely sincere, her tone going dark. "I'd take death over going back to that guild any day."

Natsu growled, "I'll hold you to that."

The group calmed slightly, but they'd been riled by her secrets. She obviously wasn't telling them everything- even Natsu could tell that. But it didn't seem she would tell more. The girl added, "I'd appreciate it if you didn't tell every person you know and their cousin about this. I go by an alias and hide my face for a reason. Now you know. If I suddenly had rumors flying around about what I'm from, it could lead to Shadow finding me."

Jura nodded. "We will keep your secret, Guildless. By the way, I wondered, do the dark guilds know that you are Guildless?"

Guildless nodded. "Yeah. I had an unfortunate run-in a year back and screwed up. Now every dark guild knows that Guildless started from Shadow."

Jura nodded. "Then we will take even more care with your name. You are free to remove your mask now. We will not speak."

Everyone stared as the section of Guildless' face that was visible through her broken mask turned pure white. "No!" Her shade changed again, tinted pink. "I mean, I could put all of you at risk. Demon's Shadow doesn't like deserters. If they found out you'd seen my face, they'd come for you."

Natsu grinned. "We can take 'em! Let them come!"

Lucy deadpanned. "We just finished fighting the Oracion Seis and you already want to fight another one of the Baram Alliance?"

Guildless quickly cut, "No. My old guild isn't like the Seis. They're..." Her voice failed, and for the first time, it was laced with fear. Something horrible enough to scare Guildless was enough to put all of the wizards on edge. "They're unlike anything else. Power is all they desire, and they'll kill anyone to get it."

The guild wizards couldn't help but take a slightly hidden message that was in this: "I was one of them. I'll still kill anyone to get what I want."


	16. Restless Dreams

**I'm sorry! I know this chapter is long overdue, but I was having difficulties with how to place Guildless this time and the others positions toward her. Please let me know how I did, and sorry it's not as long as usual. I'm back into the sway of things, so next week's chapter should be on time.**

Later, in the Cait Shelter village, the female wizards in the coalition were given new clothes by the guild. Lucy, one of the few people who didn't avoid Guildless, had badgered her to accept the clothes that the guild offered, and Guildless eventually agreed to make her stop.

Lucy admired her pink outfit while Guildless leaned against a beam, now having repaired her mask. Her outfit consisted of a black halter top that let a section of her copper midriff show in addition to a modest amount of chest, the shirt decorated with white designs like swirls of wind. A ruffled skirt alternated black and white and laced sandals finished her new appearance, though no one could really tell how she felt about it. She still wore her black bandages, but no one complained.

The girls talked among themselves for awhile, but Guildless seemed too detached to get involved, keeping her head turned away, slowly braiding her long hair. _It's not like they really would want to talk to me anyway. As far as they know- or really care- I'm a Demon's Shadow wizard that may or may not be on their side._ She glanced at Erza from the corner of her eye. _I almost wish one of them would recognize me._

Yet she immediately abandoned this. _It's better this way. They won't get hurt when I eventually go back._

"-less? You in there?"

Guildless turned to Lucy's voice. She appreciated that Lucy wasn't giving her the cold shoulder like the others, but that did make her more foolish than the rest. "Yes?"

"We were going to go outside to meet the Cait Shelter guild. You coming?"

Guildless paused. _I don't want to offend them, but I'm not sure how much more I can take. I'm trying to keep this act up, but I'm failing... They're already seeing through my disguise._ Yet she agreed, "Alright, I'm coming."

Outside, it was a long, emotional discussion. The guild master, Robaul, was obviously hard-pressed to reveal so much world-shattering information to Wendy, yet Guildless felt tears of empathy in her eyes. _Just like Gale, a sweet little girl as her life torn apart from beneath her feet._

As the last of the illusions disappeared, Wendy fell to her knees, sobbing. Guildless fought so hard to contain herself. _She's not Gale. She wouldn't want your comfort._ Yet she stepped forward anyway, kneeling next to the girl. Placing a gentle arm around her, she soothed, "I know it hurts, Wendy. I know it feels like everything's gone. But you'll get through."

Erza appeared on her other side, a hand on her shoulder. "I know all too well the pain of losing a loved one. But you'll heal. We'll help you. Come with us. Be a part of Fairy Tail."

Wendy turned, looking between the two, before hugging them both, forcing them to rub shoulders as the little girl wrapped a dainty arm around each of them.

Guildless looked down, smiling under her mask. _At least one of the girls I've met will have a happy ending._

* * *

It wasn't until the group was back at the guild that Lucy finally approached and tentatively asked, "Uh, Guildless?"

The wizard turned, the soulless eyes of her mask boring into the Celestial mage. "Yes, Lucy?"

Softer, she reminded, "I don't mean to be pushy, but-" Curiosity gleamed in her eyes, "- you said you'd tell me about your, uh, _appearance."_

Guildless turned her head slightly. She'd forgotten her promise, mentally kicking herself for it. "Alright, but we need to talk in private, then."

Lucy nodded. "No one's in the archives right now."

The two slipped into the records room, going into the farthest corner. Lucy leaned against a table, eagerly watching Guildless. The lone mage sighed. "It's not much of an exciting tale, I'll warn you. I got into a fight with a wizard from a dark guild who happened to be a Take Over wizard. They used a Beast Soul, claws right across my face."

Lucy really did seem slightly underwhelmed. Yet she frowned. "So you hide your face because you're embarrassed?"

Guildless' voice was completely solid, determined as she denied, "No. I wear a mask because my scars make me too easy to recognize. Shadow knows what I look for, and if they asked around for a girl with scars, it wouldn't be hard to find me. I mean, my scars aren't exactly subtle." She subconsciously traced the edges that slipped off to her neck.

Lucy looked at the wizard solemnly. "I'm sorry you have to live like that."

Guildless shrugged, turning her head aside slightly, as if not wanting to look at Lucy. "It's not so bad. I don't have to worry about rent or any rules. The world's an open book and I'm free to walk the pages."

Lucy frowned. "Still, it's got to get lonely. Don't you want to join a guild, or live in a house?"

Guildless paused way too long. "... No. Not if it costs my freedom and the safety of others around me." She suddenly whipped around a deep growl in her throat. "Oh, fuck no."

Lucy looked down the row Guildless was facing. "What's wrong?"

Guildless didn't answer, turning to shadow, reappearing behind a curious wizard with dark hair and a missing shirt. "Eavesdropping? Really mature."

Gray, who'd been hiding against the bookshelf, hit is head on the shelf over his head, turning to glare at her, rubbing his head. "I'll be immature to keep my guild safe."

Guildless' voice softened softly, "Just forget whatever you heard and never repeat it. That's the best way to keep your guild safe." She turned to shadow again, her dark mass skidding across the ground and under the door, out of the archives.

Lucy came up, glaring at Gray. "Why'd you come creep on us? She was really opening up to me!"

Gray looked Lucy in the eye. "I just want to make sure she's not going to hurt the guild. It's our family, Lucy. We have to protect it."

Lucy sighed. "I guess you're right. Though you don't need to be a jerk about it."

"By the way, what did she say in the beginning? I only got in here for the end of the conversation."

Lucy looked away slightly. "Guildless wanted to talk to me about her appearance. She looks a little different under her mask, and she told me why."

Gray frowned, memory stirring for a second. Something about that... it sounded familiar. Yet he shook it off. "Alright. Thanks, Lucy. Let's get back upstairs."

Guildless was already upstairs, up on the second-floor balcony railing, looking down at the chaos that was Fairy Tail as they began to welcome Wendy and Carla. Everyone was partying hard, all over the place, drinking, and brawling and breaking everything in sight.

After about an hour, Mirajane approached Guildless, beaming widely. "Why aren't you getting in on the fun, Guildless?"

The lone mage stiffly said, "I'm not a part of your guild. Besides, I don't fight without a purpose."

Mira chuckled. "What about for fun?"

Guildless seemed to hesitate at that. Mira offered a bottle, saying, "Have a little fun with us, why don't you?"

Guildless gave in, taking the bottle and tipping her mask ever so slightly to get a drink. "Thanks, now you should join your guildmates. They're missing you."

Mira frowned slightly. "Alright. But remember, you're welcome here, Guildless. You're our friend." She left, Guildless seeming to stare after her, then took another swig of her drink.

* * *

The guild found out about fifteen minutes later how little tolerance Guildless had for alcohol, quickly falling backward off the railing without even noticing after only her second bottle. Lucy tapped the forehead of her mask, asking, "Guildless? Are you okay?"

The lone mage giggled- that's right, _giggled_ \- in response. "Fine, fine..." She hiccuped. "I'll just take a nap here..." And she was out, ankles still up on the railing, her skirt leaving little to the imagination to those below.

Lucy yelled at onlookers, "Look away or you're dead meat!" She trusted Guildless, despite her past. She'd stuck her neck out for her while she'd been against Angel, so she wouldn't lose her trust in Guildless until she was given a reason. Pulling her legs down, she left the girl on the much safer second floor, warding off the occasional attempted prank by Natsu.

* * *

Guildless opened her eyes to see stone walls. Standing, she found her mask gone, a style of clothing on she hadn't worn in years. Black robes, transparent fabric over her arms to loop around her middle finger, and simple sandals. A black diadem of onyx gems shone in her piled high hair. She hadn't worn such rich clothing in 9 years.

The stone walls completely encased her, no light yet she could see. She remembered this place. It had been a long time since she had visited. She didn't bother trying to use her magic- she knew it was pointless.

A figure with bat-like wings and curled horns began to take shape, its outline wreathed in fire, air, water, earth, light, and darkness. So many magics surrounded the figure, it was impossible to know how many it controlled.

Yet the figure, faceless and formless beyond its weak outline, spoke not with a hard voice, but a rich tone as smooth as silk. "Hello, child. It's been so long since we've had the chance to talk."

Guildless spat, "Just say what you want and let me wake up, Kyja. I know very well that this is a dream."

Kyja ignored her. "It gets lonely in this little prison in the back of your mind. I miss getting to see more than glimpses of your actions."

Guildless glared ferociously. "Yeah, except when you try to take control of me."

Kyja admitted, "That is a particularly difficult action. I'm surprised you let your guard against me down twice in one day to let me."

"I didn't let you! I would never let you loose on purpose!"

Kyja purred, "Not on purpose, but it's so nice when you slip up. When your anger takes hold and I can direct it. And imagine my surprise when you removed the Suppression Magic from the lacrima earlier. Oh, it felt so wonderful for my power to increase..."

Guildless crossed her arms. "And that will never happen again. That was an emergency. Now just tell me what you want."

Kyja chuckled. "They're coming."

Guildless' glare fell completely as she stared in shock. "What?"

Kyja mused, "That little increase in power should've let them know well enough where you are. My little shadows are coming to devour you, child. I'd be running."

Guildless stepped back, hands touching the wall. "Why are you warning me?"

Kyja floated forward even farther, her elemental form only inches from Guildless. "Because I'm giving you one last chance: submit to them, and I will leave these puny creatures that you protect alone."

Guildless' black eyes stared at where Kyja seemed to be creating the outline of facial features, hovering even with Guildless. Flames for eyes, rocks for a cruel smile, and light spilling down to the floor, Kyja raised an arm of pure shadows to trace a transparent claw across Guildless' cheek, tracing her scar. Guildless couldn't stop the fear that gripped her body and made her shake.

Kyja asked softly, "Well?"

Guildless closed her eyes. "... Leave me alone."

Kyja's rock smile faded to a scowl. "Then you shall perish with them."

Guildless opened her eyes to see the ceiling of the guild hall. Sitting up quickly, she felt her mask and the limit on her vision it gave. She took stock of her clothes and that most of the guild was passed out on the floor, Mirajane cleaning mugs and Makarov was still drinking on the counter.

Guildless' heart was still pumping about three times faster than was healthy. _Can't stay. Must run. Run. Faster. Don't be found. Move. Run. Don't become a monster._

She jumped the railing in a panic, stumbling as she hit the ground with a thump that made several drunkards shift, but no one woke.

Makarov greeted, "Finally, you've been asleep for three hours."

Guildless ignored him. "I have to go."

Makarov's face darkened. "Only two days and you're already running? I thought you'd stopped."

Guildless insisted, "I'll pay you back in pieces then, but I won't be caught! I'll run away to the Alvarez Empire if I have to, I just can't stay here!" She didn't look where she was going as she raced toward the door, tripping over a body halfway.

She pulled herself up, Gray's first blurry sight was Guildless standing and running off, Gramps calling, "Come back, Guildless!"

Gray immediately assumed she'd done something wrong, racing after her. She wove through the empty night streets, Gray right behind her. "Get back here, you traitor!"

Guildless dodged into an alley, turning to shadow and disappearing. Gray cursed but kept looking. She couldn't have gotten too far.

He prowled the streets for a few minutes before a strange sound met him- crying. He quietly moved to the sound, stopping when it sounded close. He was on the corner of another street, a doorway next to him.

The sounds of soft, muffled sobs came, along with whispers of, "I'm sorry," and "I couldn't stay... I can't hurt them..."

Gray hesitated. He could tell it was Guildless, but was this a trap? A set-up? But his curiosity peaked, prompting him to go around to look at the girl.

She sat in the fetal position, hands gripping the edge of her mask, tears sliding out from under.

Gray couldn't keep his suspicions strong. She seemed so genuinely upset. "What's up with you?"

Guildless whipped her head his way, then quickly wiped away any tears that still gleamed. She struggled to regain her commanding tone, but the tears still choked her. "N-Nothing."

Gray knelt next to her. "That's not true. You wouldn't be crying over nothing."

Guildless checked for tears, finding she'd dried them. "I wasn't crying, you idiot."

Gray snorted. "Bullshit." Guildless didn't seem to have an answer, turning her head away. "You were leaving. Why?"

Guildless whispered, "It's not safe. I'm endangering your guild. Mine could find me and they'd hurt Fairy Tail to get me back under lock and key. I don't want that."

Gray blinked, surprised she had really opened up. "But Fairy Tail isn't so easily beaten."

Guildless insisted, "They're not like the Seis, Gray. They'd kill any of your friends, all of them, just for sport."

Gray frowned. "And we'd beat them, just like any other foe. We can never be beaten, Guildless. We never will be."

The girl didn't seem convinced. "Believe what you want, but I'd rather be back on my own than endanger your guild for nothing more than a ridiculous debt."

Gray frowned. "Debt? I thought you were here as a favor."

Guildless cursed rapidly under her breath, standing. "Nothing. It doesn't matter. Goodbye."

She started walking away, but Gray caught her by the wrist. Guildless paused, voice deadly. "Let. Go."

Gray simply said, "No. If you owe something to my guild, you have to repay it. We're not scared of anything that you come with. Besides, no one will find you here."

Guildless' anger seemed to ebb as she thought. _He's right. Shadow couldn't find me just by my power. It was out in the Worthwood Sea. They'd never know that I'm with Fairy Tail. It was just Kyja getting me riled, trying to make me panic._ Quieter, she said, "I'll stay."

Gray smiled ever so slightly as the girl regained her snarky edge. "But mention any of this little heart to heart, and you're so dead, Fullbuster."

Gray couldn't help but chuckle. "If you say so."

A slightly embarrassed streak crept into Guildless' voice. "And, uh... You can let go of me now."

Gray quickly released her, a slight pink tint to his cheeks. "Sorry."

"It's alright." She put up a bandaged hand in farewell, disappearing down the streets.

Yet as she returned to the woods, slipping into a niche in the branches of a tall tree, she couldn't help but stare at her hands, knowing what was below them and what they could unleash.

With the glowing figure from her dreams still seared in her mind, a painful reminder of her mistakes and losses, she whispered, "I'm not a monster... not yet."


	17. Darkness Magics

**Before anything, I just want to apologize for how late this is. The holidays were crazy and this arc... well, it's never been my favorite. I couldn't get on with Daphne as the villain, but the show must go on. So please forgive for the late update, but hey, I did it! (Very Late) Merry Christmas and a (Not Super Late) New Year!**

 **Thank you so much for looking at my story, guys! I absolutely love it when you guys review or follow or favorite, and seeing that number crawl up makes me feel like I'm actually giving you all something worth reading! I think any author would agree that writing is fun on its own, but knowing someone enjoys it and loves your characters as much as you do, it makes it so much more fulfilling!**

 **Also, sorry if I scanned over a lot of dialogue on this chapter, but I was having so computer troubles all through the episode. Besides, you guys have heard that before, so let's keep this chapter original!**

 **Lynn: Aw, you never cease to amaze, my friend! I'm glad that you understand the message I'm trying to convey within the group. As to if Guildless' history with Fairy Tail, I did hint to it in Lacrima for All, the last chapter. It might have been a bit vague, but yes, Guildless has experience with the guild. As to the past itself, I'll have to keep you in suspense. Thanks for reviewing and here's that chapter you requested!**

The following days with the guild were fairly calm, at least by Fairy Tail standard.

Guildless didn't have to follow the wizards on every job, so luckily, she didn't have to tag along on every ridiculous trip the many mages made over then next week. The lone mage was always on guard, still wary of the threats of the mysterious Kyja, but no Demon's Shadow wizards came. The first week came and went, calm and without incident beyond the occasional drinking party or the often fighting. Lucy had still been friendly, often trying to get Guildless to open like she had before, but she had locked herself closed. She avoided Gray at nearly all costs, baffling the ice wizard to no end, though he disappeared for half of the week.

As usual, on Guildless' 9th day on the job, slipped in at daybreak, taking her now ceremonial place on the second floor, leaning against a pillar there, overlooking the entire first floor. She liked her view to be open when she would see anyone entering the guild or anything happening inside.

People filed in, a good amount of them greeting Guildless. She wasn't very vocal unless spoken to, but she'd quickly become a normality in their lives, a black angel watching out for the guild.

Soon the guild was overflowing again, loud and boisterous. Guildless looked down on their happy conversations and at the little blue-haired girl staring at the job board. Guildless had especially spent a good amount of her time looking down on the young girl as she wandered the guild, glad no one could see the shine that crept into her eyes when she saw the girl. Wendy reminded her of what she'd lost years ago.

She heard as several of the girls talked with Wendy about her first job, Wendy choosing to go on her first job with one of Team Natsu to see if she would fit in there.

Yet what caught her eye was Gray approaching Natsu and informing him about a dragon sighting.

The two talked for awhile, Wendy asking to tag along and Gajeel warning that they shouldn't get their hopes up. Still, the two left, but Guildless watched Gray with hidden eyes. He wasn't acting himself. He was... secretive, like he was keeping something from Natsu about the job.

She fell into shadow again, reappearing next to Gray. She hadn't spoken to him since their little chase through Magnolia. The guild was surprised- Guildless usually only moved from her post to disappear for twenty minutes, most likely to eat. She didn't usually come to talk.

She softly asked, "Mind explaining?"

Gray nodded sharply. "Not here." They stepped outside the guild, standing next to the door.

Guildless asked, "So? Why are you acting like you just broke Makarov's favorite vase?"

Gray sighed. "Natsu made a promise a long time ago. This is how I'll get him to hold it."

Guildless nodded sharply. "As long as it stays at that. My job is to protect everyone in this guild, and if this puts anyone in danger, I have to take action." She had a feeling Gray's plan was a bit more dangerous than he let on.

Gray reminded, "It's Natsu. Nothing can hold that guy back."

Guildless' eyes caught on his clenched fists. "And what holds you back?"

Gray quickly looked away, tucking his hands in his jacket. "Don't worry about Natsu. He's the toughest guy I know."

Guildless had to hold herself back from speaking her words. _Not the toughest I know._

The ice mage walked off as Guildless turned to shadow, quickly shooting back to her pillar as if shot by Bisca's gun.

* * *

When Erza returned from the cake shop, speaking of an attack, Guildless was instantly next to her. Erza flinched ever so slightly, still wary of the wizard. Guildless made her nervous, her backstory and her actions too suspicious for her liking.

Guildless listened intensely all through her words until-

"Hey, where _is_ Gray?"

Juvia had a meltdown as Guildless started toward the door. She knew Gray was tied into this, and she was done waiting to see what happened.

Guildless preferred not to travel by shadow, as it was exhausting and especially hard to sustain in daylight, but she fell into shadow in the door frame and began to speed across the ground to the wastelands.

As a shadow, she could still see everything, though she could also sense the shadows around her more clearly. And when she reached where the inn should've been, she saw nothing but sensed an enormous amount of shadows.

Darkness Magic.

She slipped in easily, reforming and catching her breath. She'd wasted a full forth of her power travelling here alone, now she didn't even know what was happening.

Standing straight, she heard, "Guildless!"

Looking around, she saw a ridiculous room of button-eyed creatures as decorations, a strange dark-haired woman next to Wendy and the cats. Wendy was looking at her, though the hole in the wall behind them was what caught Guildless' attention.

The mage demanded, "What's going on?"

Daphne whirled, staring. "Wha'?! No one should be able to enter my Hidden Cage without my permission!"

Guildless growled, "Your magic is a Darkness Sub-Magic, making pockets of darkness into physical places tangible. But my magic is the ultimate Darkness Magic."

Daphne scowled. "I don't have time for this. You're not a Dragonslayer, so you should skee-daddle."

Guildless scoffed. "Don't give me orders. I don't leave without the Fairy Tail wizards. Now-" Ignoring Daphne, Guildless turned to Wendy. "- where are the idiots?"

Wendy pointed to the hole in the wall. "They're fighting each other! Gray's acting really strange, and he's working with Daphne!"

Guildless turned to look at Daphne. "Care to explain before I go bash their heads in for being ridiculous?"

Daphne wagged a finger at Guildless. "No no no, honey! We've got to let the boys work things out." She pointed a hand at Guildless. "Now leave us be."

The ground at Guildless' feet turned into a disk of black, leading to a void- yet Guildless didn't fall, crossing her arms and looking completely unimpressed. "As I said: the ultimate Darkness Magic."

Daphne backed up nervously, Guildless advancing as the girl stammered, "What? But no one's known the Arc of Night for years!"

Guildless swiftly swiped her arm, a wave of shadow sending Daphne into the wall. "I'm the exception."

Wendy exclaimed, "Guildless, the boys went down the hall and they won't stop fighting!"

Guildless nodded. "I'll get them, then we're going-" She hesitated, almost saying _home._ "-back to the guild hall."

Guildless raced down the hall and iced stairs, through a hole in a wall in the pool room, and into the lobby to find the boys panting. Racing between their faceoff, she raised a palm at each of them. She roared, "I don't give a crap what this is about, but you're going to settle it back at the guild hall like you actually have two brain cells between the two of you!"

Natsu growled, "Stay out of it, Guildless!"

Guildless hissed, "Fat chance. Now come quietly before I have to use force. You're coming back to the guild and that's final."

An ice lance flew, Guildless sliding in inch out of the way, the ice grazing her skin. Whipping her head to look at him, you could feel the anger flowing off of her. "Okay. Force it is." She aimed a palm at him. "Blackness Rain!"

Needle-like bolts of light rained down, Gray quickly creating a shield as Natsu insisted, "Hey, this is my fight, Guildless!"

Guildless turned to glare at him for a split second, keeping up her barrage so to keep Gray busy. "Shut it or I'll take you down too, Dragneel!"

Natsu glared at her, ruffled. He had lost a lot of trust in Guildless after finding out she'd been lying. Threatening him was only making his blood further boil.

Gray sent a matching hail of ice, Guildless turning to shadow and appearing behind him, kicking him to the ground. Planting a foot on his back, she kept him down. "Now we're going to the guild, you idiots."

Guildless glanced at Natsu as Gray managed to kick her other leg out from under her. She stumbled, Gray pushing to his knees and yelling, "Ice Make Hammer!"

Guildless couldn't regain her footing quickly enough to dodge, being knocked back through the wall to the left. Natsu quickly tackled Gray while his back was turned, the two of them crashing through the next wall.

Guildless swayed as she stood, brushing the debris off of herself. She muttered to herself, "Calm. I'm not going to kill him, I'm not going to kill him... Just going to pound the hell out of him."

"Natsu!"

Her head whipped around to the hole in the wall and she raced over, finding a pocket of darkness to the ground, Daphne battered but next to it. Guildless dove for it, sensing Natsu inside but Daphne closed the opening.

Guildless immediately grabbed her by the jacket front, anger radiating off of her. She may have had the better magic, but a spell like this... its own caster had to open it. The Hidden Cage spell she'd created the inn from had bared a glaring flaw that Guildless exploited, but this one Daphne had carefully sealed.

The lone mage growled, "Open it."

Daphne smiled coldly. "Sorry, no can do, partner. My plan's finally in place."

The eyes of Guildless' mask began to let off a soft red glow as she threatened, "Open it or I'll throw you into a darkness you'll never escape!"

She never got the chance to prove if she would follow through.

Gray tackled her down from the side, the two tumbling across the room, attempting to get a hold on each other. Guildless' eyes lost their strange glow as the two fought, kicking and punching until Gray managed to come out on top. Pinning Guildless' arms, he growled, "You may be strong, but you can't beat me, Guildless."

Guildless hissed back, "I'm more than enough, I assure you." She turned to shadow, reappearing over him and aiming her hands at him. If he was going to act like this, she'd bring him back to Makarov unconscious. She proclaimed, "Blackness Rain!"

Gray retorted, "Ice Make Shield!" Guildless' attack crashed into the ice but his shield held long enough for him to aim around it and yell, "Ice Make Arrows!"

Streaks of ice flew toward Guildless as she hit the ground, rolling out of the way, letting the arrows shatter against the ground before rushing at him, growling, "Dark Claws!" Her knives appeared in her hands and she flung them at him, yet he released another volley of arrows to meet them halfway. However, this allowed Guildless to make her move, ramming her shoulder into his chest, pinning him against the wall.

She pressed her forearm across his chest as she raised a hand, a sphere of darkness gathering in her hand. "Twilight Bullet!" The sphere launched for his chest, but Gray suddenly kicked her leg, making her sway just enough so that the hit crashed into her own shoulder. With a sharp yell of pain, Gray shoved her down, putting his hands into position. "Ice Make Hammer!" The hammer crashed down as Guildless melted away again, reforming at the other end of the room, panting slightly.

She was done playing. "Didn't want to do this, Gray." She hit her fists together, then supported her right arm with her left, her right palm aimed at Gray.

He recognized this stance- she'd used it on Brain!

He tried to move, but she yelled, "Arc of Night: Shade's Rebellion!"

Gray's shadow took on a three dimensional form, quickly swiping an arm at the boy, hitting him in the back. Gray summoned his ice sword, yet he couldn't slice through it as it determinedly stalked closer, cornering him and swiftly cracking him across the head. He slumped, but his shadow caught him. Guildless had the copy set him down before releasing the spell, feeling drained. Shade's Rebellion was one of the most costly spells she had in her arsenal, and one of the most dangerous.

She walked over to Gray, grabbing him by the belt as the inn began to shake. She saw Wendy and the cats slipping out, turning to shadow and pulling Gray out with her. She'd have to deal with the Natsu situation in a minute...

Once she'd reformed outside, she found Erza and Lucy staring in shock at a massive dragon that towered over them. Yet...

Guildless muttered, "A fake?"

Lucy looked to the side, seeing her. "Guildless! I'm glad you're alright!" She looked at the unconscious ice mage the girl held. "Gray..."

Guildless assured, "Don't worry, he's not too beat up. But he helped trap Natsu and was working with Daphne, the woman who I assume created this fake dragon.""

A booming voice came, "Yes yes! But don't be so critical! So few ever get to see a dragon, and this beautiful creature's the best there is or ever will be!"

Guildless scowled. "This is why I hate other dark mages. They're always so full of themselves."

A magic mobile pulled up, a white-haired hulk of a man on top, a blue-haired fellow driving. Guildless knew their names well- Elfman and Macao.

They pulled to a stop, Wakaba coming from inside the cab, reporting, "Makarov sent us to get Gray once he heard what Daphne was up to."

Guildless lifted the boy again, thinking privately, _God, he's gotten bigger. Seriously, how heavy is this boy?_ Outloud, she instead said, "Well I've finished half your job."

Elfman slung Gray over his arm effortlessly as Daphne spewed the details of her process of making Dragonoids, taking off for Magnolia.

Guildless hit her fists together, ignoring that she was now down to barely over half her power. Sprouting wings, she said, "I'll try and stop the Dragonoid, you all go protect your town."

Erza insisted, "I'm coming with." She brandished a new sword. "I've never gone dragon hunting before."

Guildless gave a sharp nod. "Fine, but just you. Fairy Tail's going to need all it can get." And with that, she took to the skies.


	18. The Dragonoid's End

**Heyo! So yeah, this is still a bit late, I know, please don't kill me, but I've been trying hard to work on this. But as I've said before, I don't get along with the Daphne/Dragonoid saga quite like the rest. However, I slipped in some fun hints to Guildless' past, and I'm extremely excited: I finally finished the art! I've been working for awhile, but we have official cover art now! So, please follow/favorite/review and enjoy chapter 18!**

 **Lynn: Thank you so much! You always have such positive feedback, it makes it so much easier to write when I know what you guys want from my writing! I really hope you like this, and don't worry, Guildless' identity won't be a secret forever...**

Guildless soared straight for the dragon's head, landing on the head. She slammed her fists together, announcing, "Pitch Black Cannon!" The column of black pounded against the Dragonoid's face, right between the eyes. The attack didn't seem to be doing much, yet Guildless kept up the barrage until a voice boomed from the monstrosity, "Now now, we can't have you putting scratches in my pretty new dragon!"

Guildless stopped her attack and jumped into the air just as a matching blast of darkness hit where she'd been. Hanging in the air, wings beating quick, she looked down at a strange, humanoid lizard, a pattern on its face like her mask, matching bandages on its arms.

Guildless muttered, "I hate copying magic." She swooped down at the creature, yelling, "Dark Knight!" A sword of shadows appeared in her hands, but the lizard met her with a matching blade. The two pressed against each other with all their strength, Guildless' arms already shaking. She didn't have much in terms of physical strength, but this creature seemed to have muscles beyond her own. She pulled back, slashing again, this time arms jolting painfully as she was pushed back by a matching attack stronger than her own.

Glaring at the creature, she growled, "So you grow stronger, huh? But I doubt you can copy this." She hit her fists together, yelling, "Shade's Rebellion!" The lizard's shadow rose, tackling its original down and off the Dragonoid, both falling too far to be of consequence. Guildless saw Erza facing a cluster of them on the Dragonoid's back.

Guildless started toward her, but Erza saw and ordered, "Stop the Dragonoid! I can handle this!"

Guildless hesitated, then responded, "We'll have Natsu out in no time!" She had to believe that.

Landing on the Dragonoid's head again, she used the shadow sword she still held to slash and stab at where she'd seen Daphne had the control center, but the outside of the Dragonoid seemed to have magical protection.

Guildless started to turn to shadow to try and enter the command center, but another group of lizardmen appeared. Guildless scowled, knowing they'd team up on Erza if she left. She cast her spell yet again, panting as the shadows quickly grappled with their opponents, Guildless forcing the shadows to bring their originals over the side. She was tempted to remove her mask to help get her breath back, but she had to finish this!

Yet it was already too late.

The dragon came to land on the outskirts of Magnolia, Daphne's chipper voice booming again, "That's enough out of you, ya little fly!" The dragon swiped the end of its wing at the girl, Guildless barely jumping back into the sky, but was batted away as it pulled the wing away from its head. Guildless spiraled through the air until she crashed into a rooftop, wings fading slightly.

Guildless groaned, sitting up, growling, "Always me. It's always me to get hit out of the sky."

Standing, swaying on her feet, she stood as tall as she could on the slanted, now broken-tiled rooftop as the Dragonoid loomed over a small figure on the ground. Guildless recognized Erza's deep red hair and turned to shadow, zipping down as a streak of black, reforming for a half second only to grab Erza and pull her down into the shadows as the dragon's giant foot came down. Blasting across the cobblestones, Guildless reformed at the guild hall, gasping for breath on one knee, Erza wide eyed from going from under the boot of a dragon to the cold feeling of being a shadow.

Guildless heaved, "You alright?"

Erza looked at Guildless, the girl's breaths echoing in her mask. It made her feel guilty, thinking about how she'd been cold to Guildless after putting her freedom and safety on the line for the guild so many times already, never hesitating. Erza couldn't understand what seemed to drive her to want to help them, no matter the personal cost. Erza could only answer, "Yes, thank you."

Guildless nodded to her, pushing to her feet. "We... Have to get Natsu free of that thing. Who better to kill a dragon than a Dragon Slayer?"

Erza agreed, "And it might power down once we free him."

Guildless turned her head to the wizards who had assembled on the rooftops, now bombarding the Dragonoid with attacks of every sort. "I suggest we join the fray. The Fairies could use their Queen."

Erza smiled. "And perhaps a protective shadow."

Erza couldn't see under the mask but she had a feeling that Guildless was smiling. "Eh, I'm just here for the ride." They moved up to join the others on the rooftops, staring up at the Dragonoid, watching the others attack.

They yelled to the Dragonoid, Natsu giving the go-ahead to destroy it, even at his cost. Yet Guildless wouldn't accept that. _No one's dying on my watch, especially not that idiot._

The dragon flapped its wings, sending a gust of air through the area, the wizards shielding their faces from the breath-stealing force, though Guildless' mask kept her face protected. She turned, sensing another person having joined them. Gray stood on the edge of the next rooftop over.

She blankly said, "Gray."

He admitted, "Okay, I'll be the first to admit I screwed up. But I need all you guys to listen to me. Even though you may not believe what I have to say." He explained the history of the City Without Sound, how Natsu had promised to beat the "one who controls dragons." How he forgot that promise.

Lucy deadpanned. "Are you serious? How could he forget something like that?!"

Erza shook in rage. "I swear! No matter what happens, he just never learns!"

Juvia gushed, "I'm so relieved! I knew my beloved Gray would always be true!"

Guildless didn't respond, barely turning her head in his direction, yet as Juvia cried with joy, Guildless turned ever so slightly away. _At least Gray's not held back by old memories anymore. Not like me._

Gray continued, "This was the only way I could think of to make things right. But before we deal with that, we've got to deal with Daphne and her monster."

Carla asked, "And what do you propose we do?"

Several guild members flocked to a man in the street as Guildless appeared next to Gray. She softly said, "Nice to know that I don't need to beat the crap out of you again."

Gray nodded. "Sorry about that earlier. I didn't mean to hurt you."

Guildless shrugged. "I'm fine. Just wishing that we were done with this already."

Gray explained, "Well now we can end it. Gramps said to get him angry."

Guildless cracked her fingers. "Then he's going to get pissed." She hit her knuckles, wings sprouting again and she was in the air again, hitting her fists again in the air. "Natsu, you fucking weakling!"

A roar of pure anger and outrage came. "WHAT?!"

Guildless taunted, "You couldn't beat this even if you tried- not that you have! You gave up!" She pulled her knuckles apart, a sphere of swirling black energy hovering between her hands. "So here's the _stronger fighter_ claiming their win!" The sphere was growing, her hands coming farther apart to make room for it. "Shadow Barrage!" The sphere erupted into hundreds of comets of darkness that struck all at the chest of the Dragonoid.

Yet she could only scrape off chunks of the massive chest piece.

Natsu's voice rang angrily, "Shut up, you're not all that strong, Guildless! You're gonna pay for callin' me weak!"

Guildless taunted, "Then make me pay, Dragneel!"

"I will- um, Guildless!" Guildless rolled her eyes at his lack of creativity.

All she could think was to insult him as she sent every attack she had her way, the flashes of Erza's swords the only thing in the corner of her eye.

Until the double magic circle appeared in the sky. Water exploded from the canals and rained back down as lances of ice.

Guildless turned, looking at the two blue-haired mages on the roof. _They're good together. They work well as a team._ Guildless couldn't have explained why this seemed to stab at her heart. Perhaps it was the differences from back when they were all kids. Maybe it was that she could see Gray had long since forgotten her ace.

She looked away, focusing herself on her insults and attacks again, chest rising and falling rapidly. "You pink-haired, stupid, food-obsessed dumbass!"

Needles of shadows rained down on the Dragonoid as Natsu whined, "Now you're just being an ass, Guildless!"

"Listen up you pink-haired freak!"

Natsu's outrage now pointed at Gray. "What'd you say?!"

Gray continued, "Are you seriously that helpless, man? It's pathetic! I should've known you were nothing but a bunch of hot air! We're getting real tired of this lame comedy routine you're doing in there, so man up already!"

Natsu hissed, "Cool it, freezer burn!"

"You know, a real Fairy Tail wizard never forgets a promise!" And from there, Guildless' ears rang too much to hear the following insults.

A promise.

She'd made a promise so long ago... Though she hadn't forgotten. It was why she was at Fairy Tail at this very moment. But her crime was much worse than Natsu's. She hadn't forgotten- she was purposely avoiding following through.

Here she was, wishing so much it could feel like the old days, the days when she lived in the little mountain village of Tione, back when she'd been travelling without having to hide her face.

Back when she'd met the Fairy Tail guild as a child.

It was scary how similar it all was. They all were so much like they had been before... Yet she was different. She no longer answered to the name-

Her thoughts were severed by the sudden flash of red in her vision. Guildless turned to shadow as the sky was broken by a pillar of fire. She reformed on the rooftops, staring at the Dragonoid. She'd known Natsu was powerful but this... This was beyond powerful.

Natsu's rage built until the Dragonoid was no longer functioning correctly, spewing smoke and fire from the cracks.

Suddenly, Gajeel was in the air, drilling into the chest piece, shattering it easily.

Flaming arrows gave Natsu a massive powerup, breaking through the Dragonoid, digging for Daphne until we knew he'd found his mark, a massive column of flames marking his victory.

The guild gathered around the Dragonoid's remains, laughing at the arguing duo of Natsu and Gray, yet Guildless stayed on the rooftop, watching over them. She wished with all her being she could take off the mask, go be one of them but she knew she never could.

"I'm not a monster. Not yet."

"You never will be, child." Guildless didn't even turn to Makarov's voice. "Not if you stay."

Guildless brushed the stray hairs from the edge of her vision. "Then I guess I really am doomed. I can't stay, Makarov. I never can. I just have to keep away from Shadow."

Makarov sighed. "You can't live alone forever. You know where you belong."

Guildless insisted, "And that's why I'm staying away." She turned to shadow, disappearing to who knows where, Makarov closing his eyes.

"We'll save you, child. We won't abandon you."


	19. The Calm Between Storms

**Guys, I'm _so sorry_ this has taken so long, but I don't have a good excuse. I simply couldn't find the right balance, and was planning to write out all of these episodes. I just couldn't, they were dragging on too much. So, the next four episodes (fillers, of course) are now going to be right here, then it's on to the Edolas arc! So, I hope you enjoy this, and don't worry, I should be releasing chapters on schedule again soon.**

Rainbow Cherry Blossoms

It was halfway through Guildless' time with Fairy Tail when cherry blossom season started. Guildless at her usual spot on the second floor, she was confounded by the idea of a party based around a bunch of trees, yet she didn't spoil it for the rest. If they could enjoy it, they should.

Yet Guildless was strangely distracted. Where she might've greeted them before, she seemed even more withdrawn than before. She'd come later in the morning, she'd leave earlier in the day. She refused any food or drink, never speaking more than a handful of times, only when spoken to.

Makarov was starting to grow worried the month would run out and the girl would leave them.

Guildless didn't turn around as Makarov approached. "I assume you plan on skipping the Flower Viewing Party?"

Guildless dryly asked, "How'd you guess?"

"Well, it doesn't matter what your plans were- you're coming now."

Guildless stiffened. "... No."

Makarov smiled slyly. "Yes you are. Otherwise, I'll have to require your presence her for another week."

Guildless protested, "You can't do that. That wasn't part of the deal!"

Makarov's smile became a superior, matter-of-fact smirk. "Well it's part of the deal now. You have to put in a few extra hours for having been more absent lately."

Guildless hissed, "This is because I won't socialize, isn't it? Because I won't put anyone in danger by getting close."

Makarov's smile fell to a serious look of warning. "And if you never let yourself get close to another again, you'll spend your life alone."

Guildless started past him, softly and nearly inaudibly whispering, "It's no more than I deserve." And with that, she melted into the shadow of table, disappearing.

Makarov stared at the shadow where she'd disappeared, sighing. _I won't let you live like that, child. You don't deserve it, no matter what you think._

* * *

Guildless did show up at the Flower Viewing Party as promised, but she stayed away from the crowds, standing off to the side, leaning against the trees or observing from high in the branches, Makarov glancing at her often as if to say she should join the guild.

No matter what she told herself, she couldn't seem to completely convince herself that this was the way she should be. _Why? Do I really need to hide? Maybe, just maybe... if they saw me, they wouldn't be angry._ She immediately shook her head, scoffing at herself. _Shut up, shut up, shut up... I've killed. I don't deserve what I used to have._

But no amount of lies could make the pain of being so far away lessen.

The day passed with much laughter heard from afar and games that even the empty eyes of Guildless' mask seemed to long for a place in. Yet she sat in the boughs of a tree, carefully watching until night fell. Staying out late in the glowing tree's branches, she had stayed late, unable to leave until she'd made sure that everyone had left. She couldn't explain this need to watch out for them, as it wasn't in her promise to Makarov.

Around midnight, the last onlookers slipped off and Guildless dropped down from the rainbow tree, a few petals following her. Yet just as she did, a pink head started running into the park again. Guildless sighed. "Perfect, the dumbass is still up."

She walked toward him as a hand suddenly grabbed her wrist. She whirled, knives in her hand and the weapon flashing toward- Gray. She froze, knives dissolving as she wrenched her hand away, growling, "You should know not to just grab me by now. The hell are you two doing here?"

Gray smirked. "I could as you the same." He nodded his head toward Natsu. "I'm watching out for the idiot. He's doing something for Lucy but I wanted to make sure no one tried to stop him."

Guildless asked, "And where did thiis sudden love for Natsu come from?"

Gray shrugged. "He may not be my favorite guy, but he's part of my guild, my family. If he's going to do something for Lucy, I'm going to make sure no one screws with him."

Guildless was quiet, simply standing there, staring off to the side. After a bit of awkward silence, Gray asked, "Guildless?"

Guildless hesitated again before stiffly asserting, "Do what you want. I'm going to sleep."

Gray frowned. "Wait, where have you been staying?"

Guildless turned rigid, completely still. "... The woods. So what?"

Gray's frown grew. "You could stay with the guild, you know."

Guildless gruffly brushed him off, "I'm well aware, I simply don't want to. I know where I'm comfortable."

Gray asked, "But why stay outside where we'd give you a place to stay?"

Guildless loosened for a half second, as if she was about to accept, then her voice turned cold. "Because I don't need anyone here or your charity." And with that, she dissolved into darkness, reforming in the trees of the woods, scaling a tree quickly, tearing off her mask to let the tears on her face race down her scars freely.

She whispered to herself, "It's for the best... They can't know... I can't get attached again... It's for the best." Staring at her mask, she took a deep breath. "Not a monster. Not a monster. I'm not a monster." And slipping it on again, she breathed, "I'm so sorry."

* * *

 _Wendy's First Big Job?!_

The next day, Guildless didn't show at all. Her presence had become such commonality to them, it was unnerving at worst to find her missing. The guild shifted uncomfortably, anxious for their new friend. Yet Makarov bade them not to worry, insisting that she was fine, grumbling under his breath about how she had an extra day to make up for.

Gray sat at his booth, staring at his drink. Natsu burst in after a mission, grinning. "Ey, Freezer Burn!"

Gray didn't look to him, not acknowledging Natsu's call. Natsu frowned, encouraging, "Come on, to pussy to fight me, streaker?"

Gray gruffly yelled back, "Leave me alone, Hothead!"

Lucy, who had trailed in behind Natsu, frowned to match her pink-haired companion. "Are you okay, Gray? You seem a bit off."

Gray shook his head. "Fine, I'm fine."

Juvia crept up next to Gray, sliding into the seat across from him. "Are you sure, my darling? Are you sick? Are you hurt? Do you need me to kiss your wounds, my love?"

Gray sighed with slight exasperation. "No, Juvia." He took a swig of drink, shaking his head. He'd done something to upset Guildless and now, she wouldn't come back to the guild. He kept replaying the words in his mind, wondering what he said that could have made her storm off.

 _You could stay with the guild, you know._

To him, it seemed completely innocent, devoid of anything that could've upset her like it did. Yet it had.

Lucy leaned against the table, saying, "You can always talk to us, Gray. We're family, we've got your back."

Gray huffed a breath. "... Guildless. I talked to her last night and she stormed off. I can't figure out what I said to tick her off."

Lucy asked, "Did you mention Demon's Shadow? That seems to make her really upset sometimes."

Natsu scowled. "Just makes me angry, thinkin' she's been in a dark guild and now is watchin' us sleep."

Lucy elbowed him. "Don't be rude! Guildless deserves a second chance! You heard her, she hates Demon's Shadow, and she's saved our lives several times. I think that earns her our trust."

"Not sayin' I don't like her, I just don't like that she's always sneaking around, won't let us see her face. Plus her scent... it's all wrong, like she's not human."

Lucy rolled her eyes. "I bet it's just from her shadow travelling thing. That can't be too natural, even for a mage."

Gray suddenly stood, walking out of the booth and right out the doors, Natsu asking, "Wonder what's gotten into him?"

Gray strode straight for the woods, knowing what he had to do. It might take awhile but he'd find her and apologize for what he finally realized he'd done wrong.

It was another hour of wandering before he found the telltale flick of black fabric in the branches of a tree. "Guildless? It's Gray."

An annoyed voice returned, "That was quite obvious to me, since it's nearly snowing."

Gray looked around, noticing he'd been coating everything in a thin frost unintentionally, nerves taking over. "I-uh, I wanted to apologize for last night."

A pause, then Guildless dropped down from the tree, the empty eyes of her mask piercing Gray's head. "And why would you do that?"

Gray's confusion was slowly returning, just as he believed he'd figured everything out. "Because I offered you something you couldn't have. It was really unfair of me to do, trying to get you to stay. I get it, you're a free spirit, you've got to stay on the run, you don't need any help or luxury. I just wasn't thinking of that."

Guildless turned away slightly. "That's nothing worth apologizing for. That was a mistake on my part, not yours."

"Then why are you still out here and not with the rest of us?"

"... Because I didn't want to face the embarrassment of my own apology until I'd thought out what to say. Now you've made it awkward." Gray blinked, his confusion growing again as Guildless continued, "I'm sorry for snapping at you. There, now enjoy that, I don't give out many apologies."

Gray smiled. "Well, look who's getting friendly?"

Guildless stiffened. "I still find you completely insufferable, Fullbuster. I simply know when I need to make up for a mistake. I've done that, so it's back to finding you annoying."

Gray couldn't help prodding, "Except you don't find us annoying. Not all the time, at least."

Guildless briskly said, "And I don't always find a talking cat to be a good person to chat with, and there are exceptions. However, you're starting to get on my nerves again with all your pestering."

Gray put his hands up in surrender. "Alright, I'm going, but you should be too. The guild's gotten used to their guardian keeping an eye on them. They're worried about you."

Guildless' answer was soft and quiet. "Then tell them that I'm fine, and to get used to it. I'll be gone again soon anyway, no use in getting attached."

Gray wanted to ask. He wanted to ask so badly why she was so dead set on leaving when she was practically part of the guild now. They'd never seen Mystogan's face before and he'd been part of the guild for years. He'd started getting attached to Guildless' presence, her sarcasm and reassuring way of simply being near and allowing anyone to know that she had their back, no words necessary.

Gray said, "It's okay to have your friends be your anchors."

Guildless actually turned toward him at the word 'friends.' She started, "I- I…" And suddenly, she steeled her jaw. "I don't need anchors to drag me down."

Gray's frown returned, more of a scowl in it now. "Fine, you can claim you don't like us. But we all know that you wouldn't mind a few friends."

Guildless insisted angrily, "I don't need friends!" A low, harsh red light started coming from inside the eyes of her mask. "I have everything I need, and the minute I need a pathetic guild of light wizards to save my ass, I won't call, as I'll die before I let you dumbasses have any more sense of superiority than you egotistical idiots can!"

Gray scowled angrily, shooting back, "Then finish off your time and never come back, if you really hate us." And he stormed off through the trees.

The red light faded as Guildless fell to her knees. She murmured, "Someday I'll tell you the truth, Fullbuster. Until then, stay away from my darkness." She meekly crawled back up into her tree, knowing that it was what she'd planned, what had been necessary. She needed to drive them away, keep them from tempting her with a home.

Yet she sat in that tree, gripping at her heart, softly crying for what she'd never have, what she was slowly letting gain control over it.

It was an hour before she calmed, removing her mask and staring at it again. Her pitch black eyes glaring at it, she hissed, "You're doing this. You're making me lose control."

The mask didn't answer.

Guildless scoffed. "I know you can answer. So own up eventually, take responsibility for what you've made me do. What I know you will someday."

Her voice started to boil with rage, her black eyes fading to a pupil-less red, glowing and pulsing until she forced her eyes closed, sighing.

"Well I won't hurt anyone. Never again. I won't let my anger get the better of me and allow you more power. And maybe I'll even destroy you someday."

And her lips moved as if of their own accord, her voice speaking on its own in a voice that wasn't hers, saying a single word in the same, smooth voice from Guildless' dream.

 _"Soon…"_

Guildless touched her lips, hand shaking. "… You won't be soon enough." She slipped on the mask, pulled her cloak around herself, and laid her head back for another restless night.

* * *

24-Hour Endurance Road Race

The next week was calm, or as calm as Fairy Tail can be. Jobs were taken and finished, wizards were going about their business. Guildless was back but anyone who tried to talk to her found themselves talking to a wall- literally, as Guildless would disappear to another part of the guild hall.

However, the calm of the week was interrupted when a sudden realization swept the guild- the Endurance Race was coming. Suddenly, people were running crazily, training wildly for their chance to win- and the hope that they wouldn't play the Punishment Game.

On the day of the race, Makarov approached Guildless- the only one she would talk to. "What do you want, old man?"

Makarov said, "For you to join the race."

"Not on my grave."

"Well it's a good thing you're not dead, then."

"You can't be serious, Dreyar."

"I'm quite serious, my dear. You'll be joining or you'll be staying an extra week."

Guildless scoffed. "A week for a race? Getting desperate, old man?"

"No, at least not for myself."

Guildless paused. "I'm fine, Makarov."

"That's not what I see."

Guildless growled, "I'll do your ridiculous race, alright? But I'm not going to be a puppet to your will. I've played that game before, didn't like it."

Makarov sighed. "You're no one's puppet, Guildless. I simply want the best for you."

Guildless hissed, "No, you want the best for your guild, so put them first. I'm dangerous, Makarov. With or without the guild hunting me." She raised her hands, voice lowering. "You know what these hands have done, Makarov. You know what I've done and that if I don't leave, it'll happen again."

Makarov nodded. "I'm well aware. I'm also aware you'd die before you hurt my children."

Guildless reminded, "And I can't guarantee Demon's Shadow wouldn't come looking for vengeance. You can't stand against Diviner. He'd turn you against each other so quickly, you wouldn't be able to fight it."

Makarov assured, "Then it's a good thing it will never come to that."

At the start of the race, Master yelled, "No flying magic allowed but all other magic is open for use. Now… RACE!"

And in a flash, Guildless was a black streak of shadow, traveling across the ground until she reached the mountain five minutes later, reforming to grab a scale. Slipping it inside her cloak, she turned to shadow again, zipping off across the mountainside until-

Guildless was suddenly forced to reform as she crashed into a wall of flickering purple runes. Laying on her back, she scowled angrily as she glared at the runes. "Fucking Freed." Standing, one hand on the scale, she read the runes: "None holding a wyvern scale may leave this place."

Guildless started cussing angrily, pacing and rereading- until she realized a loophole. She muttered, "He wouldn't… He wouldn't be that stupid…" She tossed the scale outside the runes, walking out without holding a wyvern scale. "Huh, and I expected more."

"I could say the same for you." Guildless whirled to find Freed.

Guildless warned, "Pick a fight and you'll lose."

Freed shook his head. "I'm too aware of your abilities to come at you headfirst. So I layered my trap."

Guildless rolled her eyes, reaching for the scale- to hit another rune shield. "You've got to be kidding me."

Freed said, "I knew my best chance was to catch someone on their way back with a scale. The trap around you happens to be one you can't leave unless you are holding a wyvern scale."

Guildless' voice shook with anger. "Oh, when I get loose Freed, you'd better hope I don't want to kill you!"

Freed picked up the scale as Guildless pounded her fists together, smirking under the mask. "Luckily, I don't have to wait. Shade's Rebellion!"

Freed's shadow shifted, twisting and bubbling until it became three-dimensional, standing in a pure black mirror of Freed. It grabbed the edge of the scale, fighting a violent game of tug of war with Freed, the rune wizard attempting to slash it with his sword, the blade only passing through his shadow as it wrenched the scale away, tossing it at Guildless' feet and snatching Freed's sword away, holding him at its point.

Guildless picked up the scale, dusting it off as she walked out of the rune trap without trouble, the shadow disappearing. "Well well, seems that wasn't as good a plan as you thought." And with that, she turned to shadow herself, streaking across the ground until she stood behind the finish line, reforming.

The crowd stared at Guildless as she threw the scale at Makarov's feet, calling, "There's your prize, Dreyar. I'll be leaving now." And she did just that, fading into shadow before anyone could even react.

* * *

Happy grinned as he pulled his heavy scale over the finish line, yelling, "I won!"

Makarov admitted, "Well, technically Guildless returned first, but as you're the first Fairy Tail wizard to return, you're the champion, Happy."

Happy grinned. "Ah, yeah! I can't wait to see Natsu's face when he realizes Guildless beat him!"

And not only was the Fire Dragon Slayer's reaction priceless, but so was nearly all others who arrived when they heard she'd finished the course in only ten minutes.

Juvia looked at Gray longingly. "I know you would've won had the others not been so cruel, my love."

Gray huffed, glaring off angrily. He had been moody ever since his fight with Guildless, angered by her words toward his family. "I'm not your love, Juvia. Stop calling me that."

Juvia's face fell as Gray walked off, hands in his pockets, the Master watching him go. _Hmm. I think it's time I took the next step. I know Gildarts is on the move- it's time I called him back._

* * *

Gildarts

The day after the race was spent in horrible agony for the losers, who were forced to go through their Punishment of a photoshoot. Guildless watched from her perch above as usual, her amusement obvious. Yet the day after, what could've fallen into the usual calm again was interrupted when Warren and Max burst in, yelling at the top of their lungs, "BIG NEWS!"

Bells tolled outside as they announced, "Gildarts, he's on his way!"

The guild cheered as one: "GILDARTS IS BACK!"

Guildless suddenly seemed to be at a loss. Under her mask, her face had gone into blank horror, memories flashing before her eyes faster than she could comprehend them. She murmured, "Of all the times..." She scowled. _The Master. Of course he did this, how else would Gildarts suddenly be back just when I'm here?_

The town began to move, going through a Gildarts shift as the red-head returned, walking into the guild hall with a confused look. He gave an annoyed huff as Natsu grinned. "Come on you old geezer, let's throw down!"

Elfman deadpanned. "That's no way to treat a man!"

Mirajane smiled. "Welcome home!"

Lucy marvelled, "He's the most powerful guy in the guild?"

Gildarts asked Mira, "Sorry to bother you miss, but I'm looking for a guild that used to be around these parts. It's called Fairy Tail."

Mirajane agreed, "This is it! Remember me? Mirajane!"

Gildarts blinked, face twisting in surprise. "Mira? Wow! You sure have grown up a lot, little girl! And did you change some stuff around the hall too?"

Guildless could barely contain a mix of laughter and sobbing. _Of course he's still so clueless... God, this makes everything so much harder!_

"GILDARTS!" Natsu grinned.

"Ah, Natsu! There's someone I recognize!"

Natsu jumped at him, fist flaming. "Good to see you- now let's party!"

Gildarts easily knocked him away, flinging him right for Guildless. The mage stepped aside as Gildarts apologized, "Sorry! Didn't mean to hit you with him! You new here?"

Guildless fought to keep her voice level. "Just passing through."

Gildarts stared at her, Lucy whispering with Mira while sweat poured from the back of Guildless' neck. If he recognized her somehow, if he figured it out- no, he was too thick, he'd never-

"Ey, I know you!" Guildless stiffened. "You're that lone wizard everyone was going on about forever. Guildless, right?"

She gave a stiff nod in reply, gruffly excusing, "I'll be right back."

And she disappeared into shadow, reappearing outside the guild as Gildarts blinked at her disappearance. "Huh, nice trick. So-"

He continued going on, Guildless pacing out back, her heart pounding in her palms in sync with the pulsing lacrima in her arms. "No no no, I can't let this trip me up... Got to keep my head clear... Think straight, think straight... He won't notice. No one will recognize me."

"No one will? Or you don't want them to?"

Guildless sighed, recognizing the voice before she panicked again. "Why the hell can't you ever give me some fucking peace, Dreyar?"

Makarov insisted, "Because you won't find it alone. It's with your family."

Guildless's voice turned deadly cold as she spat, "My family's six feet under the ground or hunting me like a beast for its pelt. This guild? This is your family Makarov, and it's high time you started thinking of them. I can feel Kyja growing stronger, Dreyar. The demon gathers strength, and soon enough, I won't be able to stop her anymore." She bowed her head. "My power isn't limitless in any way and my will isn't enough to stand against her. It never will be. So I suggest you distance yourself and your kids from me before I fall into eternal darkness."

Makarov shot back, "You're my child as much as any other, Guildless. You'll have to accept that I'll always think of you as the girl I found in the woods."

Guildless turned away from Makarov. "... That girl is dead, Dreyar. And soon enough, I will be too. Just you wait." Looking up, she prophesied, "I'm going to die, Makarov. I've got less than a year before they close in on me. It's only a matter of how I die now, and I'd prefer it wasn't with your foolishly brave guild being dragged to hell with me."

9With her grim prediction, she disappeared, back to the guild hall, but high in the rafters, where no one could have questioned the way she hugged herself in fear of the future that was coming to devour her alive.

 **Quick note, since I wanted to explain the change to Gildarts' return. As he's a wanderer, he quit the century quest, then was wandering around Fiore for awhile. Makarov sent for him, telling him to stop wandering his way back to the guild and start moving there with a bit more urgency. Gildarts is not aware of Guildless' past associations with any guild, so I thought I'd just clear that up quick.**


	20. Edolas

**Okay, so I hate writing filler chapters without inspiration, so I basically just pounded on this chapter to get over that. I wasn't too happy with the last chapter, so I decided that I should just give this to you all early as an "I'm sorry that the last one took so long" and just call it even. Thank you SO MUCH for your support! You don't know how amazing it is to see so many new reviews and followers so often! Please, keep it up and I'll keep up with the regular update times!**

 _Five days._

Guildless gazed over the Fairy Tail guild, heart heavy. _Only five days until I leave and they're finally safe from Demon's Shadow._

This had been her goal, to serve her month and say goodbye forever, keeping them away and safe from her past. Yet every day was more painful than the last, knowing she'd leave and she could never return. Not without endangering what she was fighting so hard to protect. Still, she was going to be leaving on bad terms. Most of the guild saw her as the pillar's shadow on the second floor, the rest seeing her as the guildless wizard who couldn't be trusted for being in a dark guild.

Right away in the morning, upon learning that it was the anniversary of Lisanna's death, Lucy decided to go into the archives to find something she'd seen before for Mirajane and Elfman, though she wouldn't tell anyone else what she was searching for.

And Gray. Most of all, Guildless felt an emptiness in her chest for what had happened with Gray. She knew it was necessary but it wouldn't quell the storm in her chest. The overpowering urge to make sure she left on a high note with him was painfully strong.

Guildless spent her day on the second floor, watching as usual, but now, she watched with a true purpose- waiting for Gray. Despite her instincts screaming to keep them all away from her dangerous past, she intended on making things right.

Gray came into the guild midday, Guildless immediately taking a deep breath, steeling herself to face him. Nearly floating down the steps, she came down to the steps, Gray drawing on Natsu's face when Guildless came to talk. He clashed with Natsu, the two beating the hell out of each other before breaking off. Gray scowled. "Ugh, how much pent up energy do you have? Wait-" Natsu was already passed out, snoring away in a chair again. "He's sleeping already?!"

Guildless said, "Fullbuster." Gray turned, expression darkening when he saw her. "Yeah, what?"

Guildless sighed, starting, "I just wanted to-"

There was a sudden burst of energy around all of Magnolia, Guildless tensing, looking around. Magic, a lot of it, and it was coming in quickly-

Her body moved before her mind, lashing out to grab the closest person, pulling them into darkness with her.

"What are you- argh!"

Guildless gripped their arm, despite their fighting her grip, knowing if she let go, they could dissolve into shadow or reform into their body and be hit by the magic sweeping the guild.

Then, as soon as the magic came, it was gone. Guildless came back to the surface, reforming with Gray gasping next to her, shaking from the experience of being turned into darkness. Guildless released his arm, standing weakly, looking around in horror. The guild, the streets, the people, the town... they were gone. There was nothing, as if they'd been wiped from existence.

Guildless fell to her knees, the world seeming to spin rapidly, whispering, "N-No... No, please... T-They can't be gone!"

Gray still knelt in shock, the realization of what had happened sinking in. "... They're not gone. They can't be." He punched the ground. "I refuse to believe that my family's gone! I need a better reason than this, damn it!"

"Hey! Gray! Guildless!"

The two whirled, seeing Natsu and Wendy, their respective cats flying at their sides.

Guildless choked back a sob, standing as Wendy suddenly wrapped her arms around Guildless' waist, burying her face in Guildless' side. "I'm so happy you're okay!"

Guildless stood stunned for a moment before gently petting Wendy's hair comfortingly. She softly soothed, "Don't worry, Wendy. It's going to be okay." _Why does she trust me? I'm a stranger to her._ Yet Wendy found comfort in the mage who had been watching out for her since she joined Fairy Tail, a big sister who seemed to always want to protect her.

Gray grinned at Natsu, greeting, "I've never been so happy to see your ugly mug, Fire Breath."

Natsu deadpanned into a glare. "Watch it, Freezer Burn!"

Guildless barked, "Boys, cut it out!" Wendy released her waist, but stayed close to Guildless, nervous of what had happened. Guildless turned her head to the sky, observing, "I believe the magic that destroyed Magnolia came from _that."_

Carla nodded grimly. "Yes. Anima. A magic used to take the magic from this world and bring it to Edolas. I've already explained this to these two."

The clouds swirled above, whirling around the eye- a black void. Gray growled, "Then I say we go through and figure out how to get everyone back."

Natsu nodded with determination. "I'm not about to let this- whatever!- take my family away! Come on, Happy!"

"Aye, sir!" Happy latched onto Natsu's back, lifting him up, Carla protesting, "You don't know what could happen in Edolas!"

Gray insisted, "We can't waste time, we have to save the guild, and we have to move quickly!"

Carla sighed. "I suppose you're right. Come along, child."

Guildless looked at Gray, the two silent for an awkward moment before Guildless sighed. Hitting her fists together, her wings appearing, she then offered a hand. "Come on, Fullbuster. This isn't going to become a habit, I assure you."

Gray hesitated slightly, then cautiously took her hand, Guildless pulling them up into the air, the Dragon Slayers already ahead of them, flying for the storm's center.

The wind roared, Guildless forced to grab Gray around the waist to keep a full grip, Gray shutting his eyes against the painful wind and not noticing his arms wrapping around Guildless. The flyers struggled to keep steady, Carla yelling, "Do not hold back your magic power!"

Happy assured, "Aye!" though his words were lost to the wind.

Lightning flashed and they rocketed forward, blue light covering everything, the group shielding their eyes, except Guildless with eyes protected by her mask until they flew into a spinning vortex of light.

Then all at once, it was over.

The light faded to normal daylight and an incredible sight met their eyes, making Guildless gasp.

Islands floated in midair, colorful plants and flora coating these islands. Soaring over the top, waterfalls fell from island to island as Carla marveled, "We actually made it."

Happy admired, "My roots... My homeland."

Wendy grinned. "All these floating islands are so pretty!"

Natsu looked around like a child in a candy store. "It's a pretty cool place, don't you think?"

Happy responded, "I don't know what to think. It's so strange here..."

Guildless reminded, "Keep focused, guys! We're here..." She frowned. With her overbearing sense of wonder gone, something started to bother her- her wings were growing stiff, her body feeling lethargic as if she were low on magic. Yet that was impossible! Unless... "Guys, we need to land, now! There's not enough magic here for flight! If we fall from the air this high up, it's not going to be pretty!"

Happy exclaimed, "What?!"

And just like that, the cats' wings timed out, disappearing. The Dragon Slayers started falling, their companions beside them. Guildless yelled "Idiots!" and went into a nosedive after them, wings barely responding. Falling forward, she reached out a hand for Wendy, the little girl taking it, having grabbed Carla midair. Gray had snatched Natsu by the sandal in one hand, Happy by the tail in the other, Guildless straining to hold tight to her passengers. Her wings flaring out, she managed to glide downward into the foliage until above the ground, her wings faded and the group crashed into a pile.

A collective groan resounded, Wendy on the very top and rubbing her head. "Ow... Wait." She looked around before realizing she was on top of Guildless and Natsu, Gray having fallen on their legs. "Oh, I'm so sorry!"

Wendy carefully got off, Gray rolling onto his back and Guildless sitting up, shoving a blue cat from her stomach and onto her lap. She adjusted her mask, assuring it was on tightly before admitting, "Not my best landing, but under the circumstances, not bad."

Happy sadly said, "My wings don't work."

Carla reminded, "I told you, magic is a limited resource here."

Guildless suggested, "Maybe magic is channeled differently here. Back home, ether nano in the air gives us magic. Maybe magic is more... physical here. If there was ether nano in the air, we'd still be gaining magic, just little by little." She looked at her bandaged hands. "Yet I don't feel any."

A lie. She could feel it, pulsing in her arms, suppressed by her bandages. Her lacrima. They might just still work here... No. She wouldn't do it, not unless there wasn't any choice. She couldn't give in to the power of her lacrima.

Gray scowled. "So we can't use any magic?"

Guildless shook her head. "Most likely not. We're going to have to learn to fight without it while were here." Unfortunately for Guildless, that wasn't a strength.

Natsu grinned, getting to his feet. "Ah yeah! Let's go find where they took our friends!"

And so began a long, arduous march through the tight-knit trees of Edolas, no discernible pathways in sight.

Happy asked, "How will we find them if no one knows they're way around?"

Guildless sharply said, "We look. It's not like keeping an entire town captive will be a small feat, especially with your guild in the mix. They'll cause a ruckus and we'll go to the overboard explosion that follows, magic or no magic."

Natsu grinned. "And we can follow my nose to them!" He started sniffing like a dog, Gray shaking his head as Natsu announced, "Well this is crappy, there are so many crazy new smells that my nose is confused."

Gray scoffed. "You can't even smell right now, Dragon Boy?"

Natsu glared at him. "Don't pretend you're better than me, Popsicle!"

Guildless snapped, "Shut it, boys! Don't make me regret not dropping you back there!"

Natsu huffed and turned away, Gray just muttering, "Whatever."

Wendy scented the air. "He's right, the air tastes different here." She looked at Guildless. "Maybe it's because of the ether, like you said."

Before Guildless could respond, Natsu giddily cried, "Does that mean the fire will taste different too?!"

Carla sniffed. "How should I know?"

Happy pouted. "All this talk about tasting makes me even hungrier."

Wendy warned, "We don't know what we can eat here."

Carla chided, "We're in a strange world and all you can think about is food?"

Guildless sighed. "Okay, give me a second, guys." The troupe paused, Guildless looking up at the sky. "The sun is to the side, and assuming that it's still morning and going by our directions," she pointed in the direction of the sun. "That would be east."

Natsu frowned, confused. "How does that help?"

Guildless matter-of-factly stated, "Because now we can stay moving in a single direction and not end up going in circles, halfwit."

Natsu retorted, "Hey, I've got a full wit, for your information!"

Guildless sighed. "Let me know when you find the other half. I know it's been missing awhile, so take your time. Now come on, we're already going north, so let's continue."

After a bit of walking, Wendy noted, "It's weird, we haven't run into a single person."

Carla insisted, "None the less, we shall still need disguises."

Natsu stopped, grinning. "I've got an idea."

Natsu wrapped Wendy, Carla, Happy, and himself in leaves and flowers, though Guildless and Gray refused to join in. Gray threatened mutiny, Guildless sure her own cloak and mask were good enough.

After nearly an hour of walking, mostly filled by Happy's complaining, they reached the flying river, finding a fisherman sitting at its edge, fishing.

Wendy exclaimed, "Look, a person! He looks fairly normal."

Happy asked, "What did you expect him to look like? We should do what he is: fishing!"

Guildless agreed, "We can break for-" She paused, then facepalmed. "Damn it, Natsu!"

The Dragon Slayer was already by the Edolas man, greeting, "Yo. Lemme ask you somthin'."

The native screamed, jumping to his feet. Guildless started jogging over as Natsu continued, "I'm looking for some wizards from the Fairy Tail guild. You seen them around any-" A fist crashed into his face, knocking him down.

Guildless sighed, lowering her fist and turning to the man. "Please, don't be alarmed. My, uh, _pet_ can get excited."

He backed away nervously. "Please don't hurt me!"

Guildless sighed. "We're not going to-" But the man had already run off. Guildless groaned. "Great fucking job, Natsu! Ugh, do I need to put you on a leash like an actual pet? You walk up to someone looking like that and don't expect them to be scared?" She shook her head, arms crossed.

Carla grumbled, "If that man reports us to the authorities, we're through!"

Happy added, "Let's ditch the costumes then, please."

Gray agreed, "They were pretty pointless from the beginning."

The costumes tossed aside, their hiking trek continued, the group delving deeper into the forest. Halfway through this new terrain, Wendy tripped as per usual, falling on her face and looking near tears from pure embarrassment, her knees grazed.

Natsu asked, "You okay?"

Wendy nodded, softly rubbing her sore legs. "Don't worry, I'm fine. My legs are just a bit tired and I didn't look where I was going."

But Guildless simply walked over, not saying a word as she knelt down, gently took Wendy's hands, and pulled the young girl on her back, carrying on as if nothing had happened.

Wendy looked surprised at first, then smiled, softly saying, "Thank you, Guildless."

The lone mage gave a sharp nod, Wendy grateful for the short relief the break gave her.

Awhile later, crossing a vine over a large bog, Happy disturbed the calm of the day: "GIANT FISHIE ALERT!"

Natsu grinned. "Aw yeah, stand back while I fry us up some dinner!"

Gray started, "Natsu, you can't use-"

What had appeared to be a large fish suddenly burst upward, showing a massive monster that rivaled the trees around them.

"Well, we won't go hungry at least! I'm all fired up!"

Guildless scowled, grabbing Natsu's arm before he could attack. "You can't use magic, idiot!"

Natsu's face lit in realization. "Oh. Right." He looked up. "Only one thing left to do: run!" He took off across the vine, the others close behind, Guildless taking up the rear, having put Wendy down awhile back.

Gray yelled, "This is your fault, Natsu! Why can't you remember something as simple as not having magic?!"

Natsu screamed back, "Ah, cut it out, you iced idiot!"

Guildless interrupted, "Save your breath, dumbasses!"

They ran as quickly as they could, the fish-monster apparently having flippers to crawl on land. Running through the trees, the monster crashing around behind them, Guildless scowled. _Well, looks like my hand's being forced now._ As they ran, she slowly and carefully unwrapped the bandages on her arms, letting her black lacrima glint in the sun like stones under a river. Shoving the bandages into her pocket, their ends still hanging and trailing out, she clenched her fists, lacrima growing and pulsing stronger, brighter.

"Guyyyys, there's a cliff!"

Ahead, their island dropped off, nothing in reach that they could get to. Guildless growled, "Enough." The others kept running for the cliff, Guildless stopping and turning, hitting her fists together. Gray noticed her absence first, turning and running back toward her. "Guildless, come on!"

A circle appeared at Guildless' feet and she roared, "Pitch Black Cannon!" Turning her palms outward, the blast emerged, not as wide or dark as usual, but it effectively hit the monster's head, knocking it down.

Gray skidded to a stop, staring at the felled monster as Guildless fell to one knee, panting hard.

The others rushed back, Natsu demanded, "How could you can use magic and we can't?!"

Guildless heaved in breath for a moment, her words still interrupted by her lack of air. "I... have these." She bared her arms for them to see, her lacrima now barely pulsing or glowing. "They... enhance my magic, my raw strength... Help me focus my power."

Natsu whistled and asked, "Why wouldn't you use those all the time?"

Guildless slowly stood, pulling out her bandages. "Because they're my strength... and my weakness." She began rewrapping her bandages. "One direct hit to one of these... and I could go down. They're too open, not worth the risk... These bandages protect me, separate me from their strength... keep me from relying on it." It wasn't a lie, but it wasn't the truth either. They didn't need to know everything.

She began wrapping her lacrima, cutting herself off from the now small, steady stream of energy her lacrima had been giving her. After covering the first, she nearly fell over, Gray reaching out and catching her. "Maybe you should just leave them out for now."

Guildless shook her head. "Their too exposed. I can recover my strength quickly enough." Gray still helped keep her on her feet while finished her bandages. As she tied off the last, she muttered, "Thanks."

Gray nodded, releasing her but hovering close in case she fell. Guildless couldn't help but smile- even with tension between them, Gray still couldn't help being too good for his own well-being.

Guildless stood steady now, having found her center of gravity again, announcing, "We should keep moving forward again. Come on."

Wendy asked, "Are you sure you're alright?"

Guildless nodded. "Positive, now let's stop wasting time."

The Fairy Tail wizards followed Guildless as she walked forward, Natsu grinning. "Cool! I want those lacrima things!"

Guildless shook her head, not looking back. "No, you really don't." _I paid a price for these, a price that wasn't even close to what I gained. I'd give these away if I only could._

The day wore on without much more trouble from Natsu besides the occasionally argument with Gray before Guildless would always step in to keep them on task.

However, when passing through another forest, two people packing across a tree branch above their path. They looked strangely at the foreign wizards as Carla softly said, "So we've been spotted again."

Wendy asked, "What do we do now?"

Guildless frowned. "They look like they're from Brago." Gray had gone silent, memories in his mind, his master dissolving into ice in that town too fresh in his mind for how many years had passed.

Happy greeted, "Hello! We're not from around here. We've gotten a little lost in this forest."

Suddenly, the two travelers bowed down, kowtowing at the people on the path.

"We're sorry!"

"It's not our faults, we swear!"

The group was taken aback. Guildless said, "We don't blame you, we just want-"

"Please, mighty Exceed, please let us leave with our lives!"

"Exceed?" Natsu looked lost as ever.

Wendy wondered, "Who are they talking about?"

Guildless sighed. "This is getting us no where." Raising her voice, she called, "Please, we'd just like directions to-" Happy took a step forward behind her, the two Edolas travelers running in terror, yelling gibberish about Exceeds as they went.

Guildless frowned beneath the mask, turning to the others. "They only ran whenever Happy did something. Maybe cats are different here, much more dangerous, called Exceeds."

Gray nodded a bit, still trying to shake off his memory of Ur. "Yeah, something like that."

Natsu smirked. "So it wasn't my fault this time!"

Guildless agreed, "For once, no, you didn't cause the trouble, Salamander."

Or at least, for a few more steps, it wasn't. He stepped on a strange mushroom and suddenly, the ground gave out from under them, thrusting upward again, sending them flying up into the air, to hit another and repeat the process, again and again and again until they crash-landed in a pumpkin-like shelter.

Wendy whimpered, "I don't want to fall anymore."

Carla agreed, "That's quite enough for me."

After getting up, brushing themselves off, they surveyed the small building that seemed to be a storage shed.

Carla said, "Though we're far beyond the use of preventive measures, let's see if there are any clothes here to disguise ourselves."

This time, as decent clothes were available, Gray and Guildless also agreed to go with the costume change, Guildless taking her clothes and scaling the nearest tree to the point that she was out of sight.

Returning, she had donned a brown jacket over a green long-sleeve shirt and leggings, sandals on her feet. The jacket's hood pulled over her head, she had kept her mask on, refusing to allow anyone to see.

Gray having been convinced to put on a shirt for the first time since arriving, he wore a navy shirt, baggy tan pants, boots, and a white headband casting a shadow over his face.

As she helped Wendy put her hair up, Natsu ogled at something outside the window. Wendy asked, "What do you see?"

"Fairy Tail!"

The group rushed to the window, staring giddily at the Fairy Tail sign outside the window.

Natsu grinned as he rushed out the door, Gray close behind. "That's them, alright! It's in disguise, but I'd know my guild anywhere!"

Happy cried, "Wait, hold on!"

Guildless scowled, yelling, "Natsu, STOP! Things are different here, that might be a trap!"

Natsu yelled, "No, it's the guild!"

Gray and Natsu raced in the doors, freezing in the doorway as Wendy, Carla, Happy, and Guildless caught up.

Natsu was nearly in tears. "They're okay!"

Wendy smiled. "It wasn't even that much trouble to find them!"

Gray grinned, starting, "Hey Gramps, El-" Guildless' hand clamped over his mouth as she grabbed his arm, releasing his lips to grab Natsu's arm.

Gray demanded, "What do you think you're doing?"

Guildless warned, "This isn't Fairy Tail." Pulling them to a shaded corner, she pointed at the guild. "Look closer, guys. Those aren't your guildmates."

Carla agreed, "Something isn't right here."

Off toward the request board, Juvia was off to take a job- and Gray was standing near her.

Gray nearly yelled, but a sharp look from Guildless quieted him. "What... But I'm right here!"

The other Gray was wearing about ten jackets, his voice pleading as he begged, "Juvia, my beloved! Please, wait! If you're gonna go out, please, take me with you! Pretty please?"

Juvia scoffed. "You're such a wet blanket, and take some of those clothes off for a change." She started walking away. "Give me a shout when you have your summer wardrobe."

The other Gray whimpered, "I just get really cold..."

The Earthly Gray stared stared in absolute horror. "T-That... H-He..."

Guildless looked around. "Everyone's here, but they look... different. I think these are copies of us, or this world's versions of us. Doppelgangers." She sounded strangely angry, as if the doppelgangers daring to exist was angry.

Gray continued as if Guildless hadn't spoken. "H-He's wearing so much..."

Guildless looked at him, even her mask conveying the deadpan. "Really? That's what you're taking away from this discussion?"

Jet and Droy were scolding Elfman, who sobbed like a child, Nab racing around, job to job, Cana refusing alcohol, and Alzack shamelessly seducing a half-dressed Bisca.

Guildless looked between the Grays, yanking on Earth Gray's jacket hood, pulling it over his head. "We don't want them freaking out and finding out who you are, Fullbuster. It doesn't seem like our doppelgangers are here." _Good thing, too. I just might kill mine. I can't stand lookalikes..._

Suddenly, there was someone familiar in front of them, but looking as different as everything there. Black suit, tattoo, and face a threatening glare, Lucy Heartfelia stood before them, looking as terrifying as Erza.

"What the heck do you think you're doing?"

The whole guild turned to look, glaring down the group, Wendy whispering, "I don't believe it..."

The new Lucy growled, "What's the big idea with you sneaking around our guild like this?"

Natsu exclaimed, "LUCY?"

Happy echoed him as Wendy murmured, "I'm scared..." Guildless subtly touched Wendy's shoulder, pulling her slightly behind the lone mage, Gray having turned his face away.

Lucy glared at Natsu, leaning closer to see his face. "Natsu?"

Natsu leaned back, terror in his veins of this new, more intimidating Lucy.

Guildless clenched her fists, ready for a fight as Lucy suddenly wrapped her arms around Natsu eagerly, forcing the air from his lungs as she seemingly attempted to crush his bones. "Well why didn't you say so, you big bonehead!"

"That's Natsu?"

"Nice fashion statement, bro."

Lucy loosened her death grip on Natsu, still hugging him. "Natsu, where have you been? I was starting to think the worst. Don't ever make me worry like that again."

Natsu stared, stunned at her back. "I-I'm sorry?"

Lucy suddenly released him from the hug to jump onto his shoulders, legs wrapped around his neck, knuckles driving into his ears. "Not yet, but you're gonna be!"

"She broke out the good stuff!"

"Nobody can escape Lucy's Grind Crush! It's one of her 48 torture techniques!"

A pristine, fully dressed, alcohol hating Cana chided Lucy while Jet and Droy yelled at Elfman for being a wimp, Gray fawning over an annoyed Juvia, though everyone was relieved to find Mirajane was normal as ever.

Macao, hair slicked back and wire-rim glasses resting on his face, asked, "By the way Natsu, what's with the kid, the cats, and the spare people?"

Before Natsu could say something to ruin their position, Wakaba exclaimed, "Wait, those are... Exceeds!"

The guild echoed fearfully, "CATS?!"

Happy frowned, taking off his helmet. "What's wrong?"

Guildless stepped forward, muttering, "Put your helmet back on, cat." Louder, she spoke with a kinder voice than before, "Don't worry, these aren't... Exceeds. We're from another land, outside this kingdom. These are just our pets, they're harmless."

Lucy glared at Guildless suspiciously. "And why the hell are you here?"

Guildless bluffed, "Natsu helped us out of some trouble."

Jet laughed. "Natsu grew some backbone?"

Elfman looked at them nervously. "D-Did you meet the Royal Army?"

Guildless gladly took the reason. "Yeah, we didn't know what we were getting into, coming here."

Lucy asked, "And you're wearing a mask why?"

Guildless excused, "I'm in a bit of trouble back home- we all are. We don't want to run the risk of getting caught. Anyone who sees our faces could turn us in."

Droy smirked. "Nice, fugitives. All vagabonds who don't cause trouble for us are welcome here."

"Yeah yeah, fine. They can stay, since Natsu brought them." Lucy finally got off of Natsu, immediately sitting Natsu down and interrogating him as Guildless stood near Gray. Softly, she asked, "Are you alright?"

Gray laughed a bit. "Why wouldn't I be? I just saw the complete opposite of myself wearing my face and flirting with a girl I have no interest in."

Guildless shrugged, dryly responding, "I don't know what possessed me to think anything was out of the ordinary."

Wendy sat watching the guild in earnest, observing as Lucy beat on Natsu, sipping on the drinks Mira had provided.

A sudden roar came from the side of the guild hall. "Damn it, Nab! Can't you put a sock in it?!"

Nab growled, "What'd you say to me? You need a major tune-up on your attitude, Levy!"

Levy, half-clothed and angry, hissed back, "I don't have time for your lame jokes. Did you forget how vital this machine is? I can't finish it with you screaming like a kid every four seconds!"

Guildless sighed. "God, these guys are even louder than the usual guild."

Gray nodded. "It felt so much like home when we first walked in, then... there was another me, crazy doppelgangers... It's just hard, not knowing where my friends are."

Guildless nodded, hesitating. She wasn't sure Gray would want to touch this subject. "... You acted strange when I mentioned that those travelers looked like they were from Brago."

Gray stiffened. "Yeah. I've had some bad experiences there, back before it was destroyed."

Guildless inferred, "And since you're from Fairy Tail, I'm going to guess you had something to do with it being destroyed?"

Gray nodded slightly. "The demon that destroyed Brago also destroyed my hometown. My master Ur died sealing it away."

Guildless went silent for a moment, letting her shoulder brush his to convey her condolence. "I know words can't help the pain. I understand how demons can ruin your life, though."

Gray, eager to change the subject and still curious about Guildless, asked, "And you know how?"

It was Guildless' turn to tense. "My old guild. It's not called Demon's Shadow for nothing. They believed that demons were gods, that they were to be worshiped, that we should assist them in their plans for the world, even if it meant destroying humans." She laughed bitterly. "See why I left now?"

Gray nodded slowly. "Yeah, I don't really blame you." A thought suddenly struck him as he looked at her bandages. "You-You didn't choose to get those lacrima, did you?"

Guildless shook her head. "No. No one would willingly take this. First few years, they do nothing be cause you pain before you can really use their full capability, at least this style. Most simply place a single lacrima in the back of the neck now, but Shadow's old-fashioned." She touched her bandages, suddenly realizing that she was telling too much. She swiftly said, "We should keep focused. We still have to deal with the problem of where our- er, the guild from our world is."

Gray paused, not quite ready to give up. Guildless had been so open for a few, amazing seconds before she shut him out again. He wanted to push, satisfy his curiosity and learn more about the girl who'd been growing into a normality of life. Still, he didn't want her to pull away again. They'd unspokenly forgave each other coming to Edolas, but it could be hard being given the cold shoulder here.

Before Gray could respond, a new person entered his view, stealing his focus away. Heart pounding, he saw someone he thought dead, but the white hair and smile made her unmistakable. "Lisanna?"

Gray stared, Guildless' gaze catching. Slowly, she said, "I assume this is another person you've lost?"

Gray nodded. "Y-Yeah... She died two years ago. The guild took it pretty hard." A memory tried to fight its way up, a worried guild sitting around tables, asking for the missing girl, but Gray pushed it aside.

Carla muttered, "This is getting out of hand. We should go."

Before anyone could respond, Nab suddenly rushed in, yelling in panic, "We've got big trouble! The Fairy Hunter is here!"

Guildless tensed. "Why is there never a Fairy Helper? Why are people always out to kill you assholes?"

Carla kept moving for the doors as Lucy ordered, "Don't you dare walk out! You want to die? Stay in the guild!"

Levy, at the strange machine, was babbling about technology while Lucy yelled angrily for her to go faster, the guild panicking at the sound of the Fairy Hunter.

The guild hall shook, rocks raising into the air as the guild shuddered-

"She's here!"

A giant flying monster glided into view, floating downward. Wendy cried, "A monster!"

Guildless stepped forward, starting to unwrap her bandages, Gray grabbing her hand to stop her. "You could barely stand after one blast, you'd knock yourself out trying to do anything to that creature!"

Guildless demanded, "Do you have a better plan?"

"Yeah, stay here!"

Wendy looked around fearfully, asking no one in particular, "Why would the Royal Army send that beast after Fairy Tail?"

The older, bustier Wendy responded, "Are you that out of the loop? You really are from another kingdom. The king ordered all guilds destroyed to protect the limited magic supply. Out of all of them, only one is still standing, and it's this one. I don't know where you think you are, but this is Fairy Tail, and we're a dark guild."

Guildless tensed again, starting to unwrap her bandages again, brushing Gray's protests aside.

Levy exclaimed, "Yes! It's finally working! Teleportation circle, activating!"

It was as if the gravity had turned off, people and objects floating into the air, Guildless keeping grasp on her bandages and Gray's jacket sleeve to put herself at ease, knowing she could protect at least one Fairy Tail wizard.

Natsu seemed to be struggling. "Hold on, this is a vehicle?!" He immediately started feeling sick, fighting back his gag reflex.

Light engulfed everything, and the guild disappeared, reappearing deep in a desert wasteland.

Everyone was piled around, having crashed back down to the ground with gravity restored. Guildless groaned, carefully straightening her mask before realizing she was piled on top of Gray. "Ah, sorry." Getting up, she offered a hand.

He took it, Guildless easily pulling him to his feet.

Natsu growled, "Who was that person at the reins of that monster?"

Mira shook her head. "Have you seriously forgotten? You must've hit your head when we landed. That was one of the captains of the Royal City's Magic Warfare Units. Erza Knightwalker. She's also known as the Fairy Hunter."

Guildless sighed. "Well, apparently Erza's evil here. That's absolutely perfect."

"I-It can't be. Our enemy... is Erza?"

Guildless nodded. "Yes, and I have a sneaking suspicion that we'll see many more familiar faces here." A fear was growing in the back of her mind. Crippling terror, in fact, should she be right. If her doppelganger looked like just like her... Everything would be ruined. They would all know. She just had to hope they never met her copy.

* * *

In Royal City, the king sat on his throne, angrily glaring out the window. A young girl with auburn hair raced in, announcing, "Your Majesty, your guest is here!"

The king nodded grimly. "Yes, thank you, Coco."

The little girl raced right back out as a new person entered the frame. Pure white clothes consisting of a tube top, revealing skirt, and simple sandals, the newcomer covered most of it with a white cloak, hood drawn over their head.

The newcomer came forward, giving an overdramatic, mocking bow. "Your _Majesty,_ what ever did I do to deserve this honor?"

Faust scowled. "Save your words, mercenary. I'm willing to give you forgiveness for your past crimes and even allow you magical access again should you fulfill this mission."

The newcomer chuckled. "Ooh, so I'm here as an assassin? Usually I'm in trouble when I'm summoned here."

Faust ignored her, continuing, "You will seek out the Fairy Tail wizards and destroy them, as Knightwalker seems to be inept at this."

The newcomer threw back their hood, showing long white hair, pulled back in a fanciful bun, her coppery skin gleaming. Identical to Guildless in every way- except no scars tore her face, her eyes a cruel brown. The doppelganger of Guildless grinned darkly, chuckling. "The Fairy Hunter replaced by the White Shadow? I couldn't ask for a better setup."


	21. The Girl in the Painting

**I'm so so sorry this came so late! I was on a 6 day vacation to Florida where I had no computer and my phone was shit and wouldn't help me write, but I worked extra hard on this to make up for it! Thank you SO MUCH for all your reviews! It helped me write the new chapter so much quicker, and all those that followed/gave me a favorite, THANK YOU! Now, you can go on, for many secrets are coming to light this chapter...**

"Wait, so you're telling us that you're from a world called Earthland, and you came all the way here to rescue your friends?"

"And Erza's one of your allies there?"

Natsu nodded. "Yeah."

It had taken awhile to explain to the other guild, despite Guildless' protests that they should keep their identities secret. Yet she'd been overruled. They'd been skeptical, but Gray removed his hood, stripping down to his boxers as per usual, quickly getting into an argument with Edolas Gray.

Lucy glared at Natsu. "So you're not our Natsu Dragion?"

Natsu shook his head. "Nah, I'm Natsu Dragneel."

Lucy looked at the young, blue-haired girl. "Huh, Wendy, I'm betting from the size."

Wendy looked like she would cry, crossing her hands over her chest. "I get it, I'm small!"

Edolas Lucy then looked at Guildless. "So who are you?"

Guildless crossed her arms, answering, "No one of any importance to you. The point I'm trying to make is that we need to know where the Royal City is."

The guild gasped, shuffling uncomfortably. Wendy pleaded, "Your king was the one to pull our friends into this world and now we have to save them. Otherwise they're going to be converted into magic power. If that happens, they'll be gone forever! Please, you have to help!"

The Edolas Wendy suggested, "I know this is the last thing you want to hear, little me, but I think it's best if you forget 'em. Anyone who would defy the king of Edolas is dead. He has a mighty army at his beck and call."

Elfman added, "There's only so much magic power in our world, there's not much left of it. It won't be long until we've completely run out."

Edolas Gray grimly said, "It's the king's greatest fear, so he tries to keep all the magic power for himself." He suddenly grinned sheepishly at Juvia. "Doesn't he, Juvia dear?"

Gray glared at his counterpart, growling, "Making me look bad, fawning over her..."

Juvia shot both Grays a glare before continuing, "That's correct. It's why he ordered all magical guilds be disbanded."

"At first everybody tried to ignore the order."

"But the Royal Army's Magic Warfare unit started wiping them out, one by one."

"Our guild is the only one left! And it's not like we escaped unscathed..." Tears welled in the Edolas wizards' eyes. "We've lost half of our comrades to the Royal Army, and our Master. They killed him."

A few murmurs added, "And that damn traitor."

"Damn Shadow..."

Edolas Gray excused, "We've got our hands full just trying to stay safe."

Droy warned, "I'd stay away from the king if I were you guys. Go back to your world while you still can."

Natsu growled, "No way. I ain't afraid of your king. And I ain't leavin' without my friends, I can promise ya that!"

All of Edolas Fairy Tail gaped at him as Gray added, "This obviously the opposite of our Fairy Tail. Our guild would've relished the challenge. We don't need magic to free our guild. We've got the raw strength and willpower to do it."

Guildless chuckled, clapping slowly. "There we go, boys. Nice pep talk. Now, unless someone's got directions to the Royal City, we'll be going to look on our own."

* * *

In the Royal City, the four heads of the Magic Warfare Units were called to meeting by King Faust, entering the king's throne room. Erza greeted, "Your Majesty, we have-" Suddenly, every weapon was drawn as they caught sight of the white-cloaked figure leaning against the throne platform.

Panther Lily with massive sword growled, "Fear not, Your Majesty! I will deal with this!"

He started to leap forward the king's angry growl came, "Stop, Panther Lily."

The Exceed immediately stopped, keeping his sword raised. "My King, that is-"

"Yes, the White Shadow, a masterful assassin, formerly of the Fairy Tail guild."

Panther Lily glared at the girl. "She's the reason Captain Gildarts is now retired and paralyzed, sir."

Hughes added, "She attempted to assassinate you two years ago!"

Erza hissed, "She sabotaged the army for three weeks while we were eliminating dark guilds."

Sugarboy sniffed. "She scuffed up my armor, almost cracked it as well."

The white-haired girl leaning against the platform smirked smugly. "Well, look who's holding grudges."

Faust grumbled, "Shadow will be replacing Knightwalker on the elimination of Fairy Tail."

Erza's eyes widened. "What? My King, surely you do not trust a mercenary more than me!"

Shadow snickered. "Oh, for this he does. Apparently, you've been given many chances, but shown only that you're inept at tracking down my old guild. I however, know how they teleport and how they operate. I'll destroy them before you can even complain I've taken your special project." She chuckled. "White Shadow, the Fairy Killer. Ah, such a beautiful ring."

Panther Lily accused, "As if you haven't already killed one of your own! You expect us to trust you when you murdered your own guild master, your ally?"

Shadow shrugged. "I'm on the side with the most benefits to me, myself, and I. Back then, ol' Guildmaster Laxus was in the way of that. Right now, my greatest rewards lie with the Royal Army." Walking toward the four, she grinned arrogantly. "Just call me Captain Shadow."

Faust barked, "That's enough, Shadow! Now that all of you are aware of the situation, I order you: Shadow, you will not touch my Captains, and my Captains, should Shadow be out of line, put her back in."

Shadow's smirk failed for a moment before flaring back up into a sneer. "We won't have any trouble." She looked darkly out the corner of her eye at the Captains. "Will we?"

There was no answer, Faust taking it as agreement. "Then collect your weapons and go after the Fairies."

Shadow gave a mocking bow before roughly brushing past the Captains. Erza looked up at Faust pleadingly. "Please My King, we cannot trust her."

"We don't need to. We only need to use her to destroy Fairy Tail to keep my plans secure."

Meanwhile, down in the armory, Shadow went to the corner where Faust had already informed her her weapons were. Going to a small table, a white belt lay on it, four sheathed knives hanging from it, strange chains linked into the handles. Shadow eagerly buckled it around her waist, grinning. "Oh, I'm going to enjoy being back on top." She glanced at the other side of the armory. She had been warned not to take anything- well, they had been stupid enough to let her inside alone. Picking up a few assorted objects she could fit in her pockets, she grinned, racing off down the hall toward her newest assignment- to kill her guild.

* * *

"Natsu, if you don't stop chasing that thing, I swear to Mavis' grave I'll grab you by your stupid, pink hair and drag you to the Royal City myself!"

Natsu didn't listen in time, jumping after the pink, toad-like creature and crashing into the sand empty-handed. As Guildless stormed over, Gray shook his head. "Idiot can't have a bit of self control?"

Happy obliviously asked, "How long do you think it'll take us to get to the capital?"

Carla huffed. "We just left and you're already asking me?"

Wendy supplied, "They said it would take five days to walk there."

Carla sighed. "That's great. And with our aero-magic acting up, we have no choice but to walk."

Happy asked, "Why doesn't Guildless fly us?"

Guildless walked back over, dragging a thrashing Natsu by his hair. "Because while I still have a bit of magical ability, I can't carry three people and two cats on my best day, much less in Edolas."

Happy deflated, asking sullenly, "Do you think we'll ever be able to use our magic again?"

Carla turned away. "I wish I knew. This certainly doesn't bode well for us."

Gray sighed, pulling off yet another piece of clothing. "Ugh, it's too hot out here."

Carla cried in horror, "Put your clothes back on, boy!"

"Don't bother, as long as he keeps his boxers on, it doesn't matter." Guildless sighed. "Come on, we shouldn't waste time sitting around talking. We can walk and talk, or in Natsu's case, be dragged and talk."

She turned around, walking forward again, Natsu whining, "I just wanted to give Lucy that weird lookin' frog thing as a souvenir!"

Guildless sharply said, "If you like the girl, give her a necklace, not a frog."

"Aw, shut up!"

Guildless smirked under her mask, advising, "Girls don't like a whiny boy, Natsu. Haven't you noticed Lucy likes you a lot more when you're helping her, not annoying her?"

Natsu blinked, stopping his fighting for a moment to stare at her hand on the edge of his vision. What was this about? Why was Guildless talking like Lucy was his girlfr... oh. Suddenly, his face felt warm, as if he were about to breathe fire. He almost yelled she wasn't his girlfriend- but was she not? They were partners in everything, they helped each other all the time... and no matter what he did, Lucy would always feel like more than his friend, even his family.

Gray looked curiously at the now quiet, very red Natsu. What had gotten into his head? _How_ had something gotten into his head? That skull was harder to break through than a mile of stone.

Suddenly, Guildless dropped Natsu, letting his head fall right to the sand as she stopped dragging him. Shaking sand from his hair, Natsu demanded, "What the hell was that for?"

Guildless' voice was different now- strangely... playful? "I thought too many thoughts were going through your head; for you, that can be painful."

This wasn't her scathing tone, or sarcasm-soaked chiding. This was just... a friend teasing a friend.

Gray couldn't help but smile at the sound of her much more pleasant, happier voice. It sounded so much better for her. "Well well well, look who's warming up to us again?"

And just like that, Guildless' voice snapped back. What had she been thinking? Why had she let her guard down just because it felt like home, no matter where she was with these assholes? "Not me, so don't look this way." And they kept moving without trouble, the mood dropping with Guildless' rough ending of the conversation.

At least, it was without trouble until Natsu pissed off the wildlife.

Natsu found another frog creature- this time crashing into one the size of a large house.

"Damn it, Natsu! You couldn't just walk!"

Before Natsu could again make the mistake of forgetting he didn't have magic, Guildless rushed forward, grabbing him by the scarf and lugging him away, the frog creature pounding after them as they began to run away, Gray yelled, "Guildless, use your magic!"

Guildless retorted, "I don't have enough to move a shadow, much less blast the fucking thing! Just run!"

Yet they never had to. A flash of black and blonde, a whip lashing out, and the monster bounded away from the pain of the whip. Edolas Lucy skidding back, her whip no longer glowing, Happy cheered, "Yay, Scary Lucy!"

Wendy grinned. "Thank you, Scary Lucy!"

Edolas Lucy snapped, "Quit addin' scary to my name, it's rude!" Looking after the frog bounding away, she shook her head. "You'd think something that big would put up a fight."

Carla asked, "May I ask what brings you here?"

Suddenly, Edolas Lucy's cheeks were rather red. "I-I wasn't worried about you, just so we're clear."

Natsu grinned. "Yep, no mistaking it, you're definitely Lucy, alright." He put a hand on her shoulder, grinning. "Thanks a lot."

Edolas Lucy demanded, "Hang on, what's that supposed to mean?!"

Guildless stepped forward, interjecting, "Let's leave this at 'thank you' for now. So, are you coming with us then?"

Edolas Lucy closed her eyes, crossing her arms. "Yeah, I'll help out. My guild doesn't need the army crawling around lookin' for you guys."

Gray nodded. "Thanks, Lucy. We owe you one."

After awhile of walking, discussing Erza Knightwalker and a bit of Exceeds, Edolas Lucy announced, "Well, here we are, the city's down there." Looking down the cliffside they stood at, a small city stretched across a valley, the buildings clay and rounded.

"Wow, check it out Happy!"

Wendy observed, "It's all very round, isn't it?"

"Well, let's get going," Carla said, eager to go.

Guildless glanced at the nearly naked Gray. "Put your clothes back on, Gray."

Gray frowned. "Why?"

"We're going into town, we don't need a streaker making us stand out."

Wendy smiled at Edolas Lucy. "Thank you for coming with us, Lucy."

Edolas Lucy met Wendy's gaze, looking into her sweet eyes and looking away immediately. "Yeah, sure. Follow me, you're gonna need some magic weaponry or you're never gonna be able to make it very far."

Natsu grinned and flashed a thumbs up. "Thanks a lot, Scary Lucy!"

Happy echoed, "Thanks, Scary Lucy!"

Edolas Lucy roared, "You guys are cruisin' for a bruisin'!"

Guildless ordered, "Cut it out, guys. Let's be thankful to Lucy and just hurry."

The group made their way down the hill, into the streets of the busy little city. Lucy looked out sadly at the merchants and closed shops. "It wasn't that long ago when you could buy and sell magic here, just like anything else. Then the army started hunting down guilds, and buying or selling magic became illegal. What's worse is just _possessing_ it is a crime."

Natsu incredulously asked, "Seriously? You can get in trouble for _having it?"_

Guildless observed, "Their world isn't like ours, Natsu. Nothing's exactly the same."

Wendy asked, "What about people who have always been able to use it?"

Edolas Lucy frowned, stopping them in front of a broken down shop. "Wait, hold on. I don't know how to explain it to you any more clearly. If you have magic, you just have to get rid of it, or you'll get busted or worse."

Gray frowned in response. "You make it sound like magic is an object."

Lucy nodded. "'Course it is, how else would you use magic?"

Suddenly, so much made sense. Gray looked at Guildless, most eyes going to her arms. "That's why you can still use magic sometimes- your lacrima are objects!"

Carla nodded. "Yes, this would definitely make sense. If lacrima hold magic here, that would explain why yours still allow you to channel a small amount of power."

Lucy cut through the air with her hands in confusion. "What're you people talking about?"

Guildless shortly explained, "Where we're from, people don't often use objects for magic- we use magic with our very bodies, our own energy being the source of our power."

Lucy seemed amazed by the difference. "Seriously? Ya don't need weapons?"

Guildless shook her head. "No, Natsu can breathe fire, Gray can make anything from ice- it's natural in our world."

Natsu blinked. "So... people here don't use spells, just magic tools?"

Gray groaned. "Yeah, you idiot! Haven't you been paying attention?!"

Guildless barked, "Don't even start!"

Lucy smirked, gesturing to a stairwell. "Anyway, we're here. This leads to the magic black market. Trust me, you'll need this stuff if you're gonna travel."

"A black market?"

"Let's see it! We might as well play by this world's rules of using magic!"

"Aye!"

Going inside, the group ogled at the new, strange items, quickly gravitating towards a few with similar magics to their own from Earthland, Wendy finding an air cylinder, Natsu a flaming sword, Gray a bow that fired arrows made of ice, and Guildless chose a knife that could turn anything its blade touched to shadow.

As Guildless reached for the knife, Lucy said, "I'd stay away from that one. Nothing but trouble comes from that."

Guildless was obviously confused and curious. "In what way?"

Lucy seemed to be glaring off with the knife. "It's nothing good, I'll tell ya that."

Guildless still grabbed it, holding it up and spinning it on her finger quickly. It handled just like the shadow knives she often fabricated. "Maybe it can be nothing good for our enemies."

Lucy quickly got the merchant to give his objects away, though he had a warning. He nervously pointed to Guildless' black combat knife. "Be careful where you use that, miss. It's old owner is rather temperamental."

Guildless seemed suspicious as she inquired, "And that would be?"

The man looked away, shifting away from Lucy, who still seemed angered by the knife's presence. "The White Shadow, a mercenary. She used to be in Fairy Tail, but she betrayed us."

Guildless suddenly seemed to stiffen, as if she'd been shot between the eyes, a fact Lucy cared to notice. Guildless swiftly recovered, "I'll be careful, don't worry. Let's just hurry."

Lucy huffed. "You always seem to be in a hurry."

Guildless defended, "It's my job to protect these idiots, including the ones in the capital, so I'd rather do my job all at once if I can."

They moved up to the surface, finding themselves at a small cafe. The tables were only for four, and with two Exceeds, two had to sit alone. Guildless quickly volunteered, Gray sidelining himself to avoid Natsu.

Sitting, listening to the explanation of Earthland Lucy, they sipped quietly on their drinks, not eager to join conversation. Gray was still wary of conversation with Guildless- after learning she'd been in a dark guild and forcefully had lacrima placed in her arms, she seemed so much more human, less invulnerable than before, it was suddenly like talking to Erza- you knew she'd been to hell and back, but you couldn't really mention it. She was too strong, too proud and defensive to talk about the past.

Somehow, Guildless started talking first. "So... I heard you were a student of Ur's."

Gray blinked. "How did you know?"

"Makarov. Ur was famous in Shadow- they hated her guts for all the shit she'd given them." She chuckled a bit. "I suppose that's how you got so much fire for an ice mage."

Gray smiled a bit. "Y-Yeah. Ur taught me everything I know. She was the best I could've asked for." Gray hesitated, before steeling himself. Guildless wasn't going to like this question. "So, did... you ever have an Ur in your life?"

Guildless' tensed so quickly, Gray could practically see the muscles in her body tightening. A single name ran through her mind. _Briar._ She softly spoke as she relaxed. "Yeah. I lost my master, too." _I've lost more than a master. Gale, Scribe..._ She had to choke back a sob at the last name. _Damn it... I'm sorry, I'm so sorry..._

Gray could see he was brushing the surface of a no-touching topic, but curiosity burned in him. "... I'm sorry. How... How-"

"Did my Master die? I'm afraid I won't be talking about that." She couldn't- not without falling apart.

 _Blood... The roses had been white once... She hadn't understood why they were red until she went into-_

 _NO!_ She wouldn't think about that! No, never again. She wouldn't relive memories that would only tear at her worse than before, that make her guilt spiral out of control.

Gray started, "I didn't mean to-"

"Cordon off the area, we've cornered some Fairy Tail wizards!"

Suddenly, the group was on their feet, several weapons out.

Natsu grinned, raising his new sword, activating the flaming blade. "Alright, time to see what this bad boy will do!"

Edolas Lucy warned, "No, stop!"

But Natsu let out a massive cloud of fire toward the row of soldiers blocking them in. Yet when he tried again, he found it dry. "WHAT?! It's only good for one blast?!"

Lucy yelled, "You just used it 100 times, so yeah, dumbass!"

Wendy fiddled with her cylinder as Gray pulled back the string on his empty bow, an icy arrow growing on the string. He grinned. "Aw, yeah!" It kept on expanding until it was an inch thick, Gray releasing for it to shatter into shards just before the soldiers, but like Natsu, he quickly realized he'd used it much too quickly.

Guildless held her knife but didn't attack yet. She'd save her use until it was ready. "I suggest a timely re-"

Suddenly, Wendy's wind cylinder broke open, a whirlwind sending them flying off halfway across town, crashing into a building. A collective groan, and Guildless attempted, "Well, you won't be worrying about the cafe's check."

Inside a small house, the group huddled in their landing zone, Lucy peeking out a hole in the door to watch for incoming soldiers. Guildless looked at Natsu and Gray, two hands moving together to slap them both. She hissed, "Dumbasses! Did you _forget_ magic is a resource here? Of course it was going to be limited."

Natsu pouted, rubbing his head where Guildless hit him. "Hey, it was an easy mistake."

Gray agreed, "You don't have to be so harsh about it, Guildless."

Guildless sighed. "You assholes make my job so much harder. "

Lucy announced, "Well, at least we got away. Bad news, we're stuck in here now."

Guildless sighed. "If we can hold out here for awhile, I could possibly fly us out, since its my simplest spell, but it would take time to gather my strength."

Edolas Lucy shook her head. "Even if you somehow grew wings, the soldiers would shoot us down easily. Besides, you can't carry four people and two cats."

Guildless sighed. "Just perfect."

Suddenly, from outside, a voice yelled, "We've caught you, Fairy Tail! Surrender!"

The group tensed, Lucy looking out the peephole again- finding herself staring at her reflection. A girl who was identical in all but clothing stood in the street, cornered by palace guards. Edolas Lucy stared at her Earthland counterpart, murmuring, "She's... just like me."

Guildless quickly caught on, moving to the door and cracking it open slightly. Once glance at Lucy, and she announced to the others, "It's Lucy- _our_ Lucy!"

Natsu's grin was so wide, it must've been painful. "Lucy? She's really here?"

As if to agree, outside, Lucy yelled, "Hey, let go of me!"

Guildless nodded, encouraging, "Hurry, let's go! We have to-"

Natsu was already running out the door, yelling, "Lucy!"

Lucy raised her hand, a key gleaming. "Open, Gate of the Scorpion!"

Wendy rushed out the door, crying, "That won't work, Lucy! Our magic doesn't work here!"

Lucy didn't seem to hear, yelling, "Scorpio!"

Her key glowed as the gate opened, Scorpio appearing with tail raised. Grinning, he announced with gusto, "Wicked! Sand Buster!"

As he dropped to all fours, his tail shot sand, the sand whirling into a tornado that swept the soldiers away easily. Edolas Lucy, Gray, Wendy, Natsu, and Guildless were frozen in their tracks, staring at Lucy.

Natsu exclaimed, "Wow."

Wendy murmured, "No way..."

Gray demanded, "How can she use magic?"

Edolas Lucy's eyes shook with absolute shock. "How'd she do that?"

With soldiers gone, Scorpio stood, smirking. "Sorry to ditch out on you, but I've got a hot date with Aquarius tonight. Later!"

As the spirit disappeared, Natsu broke out of his stupor, tackling Lucy in a hug. "LUCY!"

Lucy staggered for a second, then grinned. "Natsu! Guys! I missed you!"

Natsu released her, stepping back a bit, still smiling but now looking more dazed. "Now I'm thoroughly confused."

Suddenly, Lucy looked over Natsu's shoulder, meeting eyes with her doppelganger. She exclaimed, "THAT'S ME!"

Guildless stepped forward, putting a hand on Lucy's shoulder. "Calm down, Lucy. We'll explain the situation."

Gray nodded, stepping forward. "Don't worry, your look-alike here is a friend."

Lucy looked at Guildless, feeling the warmth of her hand. Despite the insanity of the moment, she took a deep breath, Guildless' touch calming her a bit. "Okay, so what's going on? Is this like when we met Gemini?"

Guildless swiftly reviewed, "We're in a world called Edolas where all the people are, I guess you could say reflections of us. We're complete opposites in all but appearance. This is the Lucy of Edolas."

Edolas Lucy still seemed a bit stunned. "Wow, I knew we'd look alike, but seeing her is freaking me out."

Lucy stared right back, eyes wide as dinner plates. "She's the Edolas me?"

Guildless suddenly turned, warning, "I hear lots of feet- incoming soldiers. We can save the full introductions for later."

Sure enough, the soldiers raced around the corner, yelling at the wizards. Lucy grinned, pointing at them. "Go on, Natsu! Do what you do best!"

Natsu crossed his arms. "With what exactly?"

Lucy said, "With your magic, obviously! You're a wizard, right?"

Natsu snarked, "We've been having trouble using magic here!"

Lucy blinked, looking to Gray. "Well, can you do something?"

Gray shook his head as Guildless shot, "Lucy, the rest of us can't _use_ magic in Edolas!"

Lucy's jaw dropped to the ground as Natsu demanded, "Hey, why are _you_ able to use magic?!"

Lucy exclaimed, "I have no idea!"

Guildless cut in, "Cute exchange, but Lucy, if you wouldn't mind summoning a spirit, we can get the hell out of here."

Lucy suddenly put her hands on her hips, grinning. "So this means... I'm the strongest one in Fairy Tail!"

Guildless facepalmed as Natsu yelled, "Quit fantasizing and take them out!"

Still grinning giddily, Lucy pulled out a new key. "Now open, Gate of the White Ram! Aries!"

The meek pinkette appeared, softly saying, "Um, hi. Leave everything to me, I'll do my very best."

Happy cried happily, "The fluffy one!"

Edolas Lucy stared at Aries in amazement. "What kind of magic is that?!"

As the soldiers panicked, Guildless quickly said, "Our Lucy can summon spirits that can help us."

Edolas Lucy seemed to be having trouble taking this in, but Earthland Lucy asked, "Alright Aries, you think you can take these guys?"

Aries shyly said, "I'll certainly try. Wool Bomb!" Her hands filled with a soft pink, cloud-like substance that expanded, flowing in the direction of the soldiers like a river, knocking them away. "Oh no, I don't think it's working, Miss Lucy. I guess I'm useless after all."

Lucy grinned even wider. "Oh, it's working, alright! Let 'em have another volley!"

Aries smiled at the praise, raising her hands. "Wool Shot!" More wool flowed, effectively distracting the soldiers with its touch. "Wool Bomb!" A wall of wool blocked the soldiers from the wizards. "Was that to your liking? I'll be sure to do better next time, take care, Miss Lucy."

Lucy gave a thumbs up. "Great job, Aries!"

As the spirit dissipated, Guildless announced, "Time to go, kids. Don't forget anything."

They raced off down the path, Gray with face fallen. "Wow, I feel so useless here."

Guildless agreed, "We can't do as much, but we have to do what we can."

After a lot of daydreaming on Lucy's part, they made it to the forest, sitting down to regain their strength. Natsu immediately asked, "Mind telling us how you were even able to get to Edolas in the first place?"

Wendy nodded. "We were worried about you. We'd heard that everyone in the guild was turned into a giant lacrima."

Lucy went into her explanation, telling how Horologium saved her from the anima and Mystogan sent her through the anima.

Wendy asked, "How come Mystogan's the only one who knows about Edolas?"

Guildless crossed her arms. "I'm a bit more concerned with the here and now, such as why Lucy can still use magic." Looking at the blonde, she inquired, "Do you have any idea?"

Lucy shook her head. "No, not a clue." She hung her head, looking worried. "If we can't use magic, I don't know how we're supposed to win."

It was quiet for a moment before Guildless asked, "Well? Aren't one of you Fairies going to go into an inspirational speech about how you don't need magic when you have friendship and determination? I thought that was a requirement to be in Fairy Tail."

Gray looked up, smiling a bit. "I think you just covered it." Standing, he announced, "I guess we'd better make a plan to take on the kingdom."

Edolas Lucy asked, "You still plan on fighting them?"

Natsu said, "Of course! They're our friends."

Edolas Lucy brooded for a moment, her Earthland doppelganger asking, "Is that really so hard to believe?"

Guildless replied, "Lucy, things are different here. We don't know how things work." She knew a thing or two about not making judgments until you knew someone.

Edolas Lucy continued, "Besides, without magic, your crusade is a suicide mission."

Lucy stood up. "Are you deaf? We still have one wizard with a full arsenal! That's right everyone, just sit back while Fairy Tail's strongest member takes care of this herself! Oh yeah, I'm all fired up!"

Natsu deadpanned. "We're totally screwed."

Gray agreed, "Just a bit."

Wendy cheered, "You've got this in the bag, Lucy!"

Guildless sighed. "Quiet down. We're obviously all coming, and besides, I have a bit of magic left."

Lucy blinked. "Wait, what? I thought only I could use magic."

Guildless tilted her head away. "There are several lacrima in my body. They help me to channel my magic, but it's exhausting here. I only get one spell at a time."

Lucy gaped. "You mean, like the dragon lacrima Laxus has?!"

Guildless sighed. "No, not quite. Mine are inside my arms, they're simply wells of magic power. Unlike Laxus' which gives him his Dragon Slayer powers, mine simply house my stored energy, give me a boost when I'm weak."

Lucy's eyes lit. "Wow! That's incredible!"

Guildless insisted, "Now, if we can move on, we should make a plan, find a map of Edolas."

Edolas Lucy stood, volunteering, "I can get a hotel room for us in the next town. They'll have a map we can use."

Guildless nodded. "Thank you. We can't waste time."

* * *

After a walk to the next town, they found themselves in a decent hotel, Wendy finding a map on their table. Carla explained how they needed to get across the the sea to get to the Royal City.

Edolas Lucy walked up, nothing but a towel covering her. "Wow, this is nuts. She's just like me! We've even got the exact same freckles on our bums!"

Guildless shook her head as Lucy protested, "What are you saying?! I don't have freckles anywhere!"

Wendy's face went red from empathy, eyes glancing from Lucy to Natsu to other Lucy. "Wait, Scary Lucy! Did you forget Natsu's in the room?"

Edolas Lucy smirked. "I can see him fine, half pint. I just don't care."

Lucy insisted angrily, "You should!"

Gray looked between them and shook his head. "Damn, it's hard to tell you two apart without hearing your voices."

As his eyes halted on Edolas Lucy for a second, the girl's smirk grew, looking between the two boys who looked at her. "You see something you like?" She grabbed the top of her towel. "I'll show you more."

Gray turned pure red, Natsu not breaking his stare as Lucy threatened, "Don't you dare!"

Gray was stammering for words to excuse his staring as Natsu giggled. "I was just thinking... you can totally watch your own back now!"

Nearly everyone in the room deadpanned, groaning in sync, "He's such a child."

Suddenly, their simple conversation became a guessing game of which Lucy was from Earthland, added difficulty in the mix with Gemini being summoned.

Edolas Lucy got a haircut, Lucy asking, "Are you sure you're okay with just chopping it off? My hair took forever to grow out."

Edolas Lucy frowned. "Yeah, course. It's not serving some great purpose by being longer, so what does it matter?"

Cancer interjected, "Because every girl should have pride in the 'do they sport, baby."

Edolas Lucy shrugged. "Yeah, I guess so." She looked away a bit. "In a world like this, you tend to forget the little things like boy or girl that separate you from your friends. In the end, we're all just survivors."

Happy frowned. "If it's that tough, why did everyone in your guild seem so carefree?"

Edolas Lucy said, "Of course they were. It's important to keep your spirits up, even if you have to force them every day. And when we can't bring ourselves to smile, we remember there are people in this world who need us. Even if that means we're labeled a dark guild, Fairy Tail will always be there to lend a helping hand." She looked down, face shadowed. "But I guess... that still isn't enough in the end."

Gray frowned. "What's that supposed to mean?"

Edolas Lucy laughed a little. "Nothin'. I'm just rambling."

Guildless seemed to catch onto Edolas Lucy's thoughts, deciding to help turn attention away. "We should get some sleep. This is going to be a rough trip, and we're going to have to make it quick."

Lucy yawned in agreement with her. "Yeah, I'm beat. I'll see you all in the morning."

Gray got up from the couch, moving to a chair. "Ladies get the beds, I suppose."

Guildless shook her head. "The Lucys and Wendy can have the beds. I'll watch for any soldiers."

Lucy frowned. "You want to stay up all night?"

"My magic is the Arc of Night, Luc', my power comes from nighttime. In fact, I prefer being awake during the night opposed to the day."

Natsu grinned. "Yeah! I get a bed!"

Lucy turned red. "You'd have to share with one of us, and you stole my bed enough at home, jerk!"

Natsu frowned. "Wow, you that opposed to sharing?"

Edolas Lucy groaned. "Okay, I'll sleep on the couch, the happy couple can share a bed, the shrimp gets her own, and the stripper gets a couch. I don't care where the cats go."

Lucy stammered protest as Natsu grinned. "Come on, Lucy!" He grabbed her hand, pulling her into the room with face deep scarlet. "Natsu!"

Wendy blinked, red with empathy for Lucy and embarrassment, asking, "Scary Lucy, are you sure you don't want a bed?"

Edolas Lucy gave her an annoyed glare. "Stop callin' me that, shrimp. Now go to your bed." She flopped down on a couch, Gray stretching out on his, calling, "'Night, guys."

Wendy walked, slumping, into the bedroom, Natsu already dead asleep, Lucy fidgeting nervously.

Half an hour later, Wendy was out like a light, Edolas Lucy and Gray were sound asleep, and Guildless was sitting at the window, watching for any patrols going by.

Yet Lucy was still awake. Staring at the ceiling, shifting positions, she couldn't shake what had been making her curious earlier that day. After another half hour, she couldn't take it.

Creeping out of bed, she knelt, pulling out her keys. She whispered, "Open, Gate of the Clock."

Horologuem appeared, greeting, "Hello, Miss Lu-"

"Shh! Everyone's sleeping! Do you have the painting I gave you?"

Horologuem assured quietly, "Yes, Miss Lucy. It's safe inside me."

Lucy smiled, opening his door and pulling out the portrait she'd been holding when Horologeum saved her. She'd left it with him to protect it- and also to see if anyone knew about a person in the picture. A face she couldn't recognize, yet was familiar, like a friend she hadn't seen for a few years.

She held the painting, looking at the face that had been biting at her thoughts for the last day. "Did you ask Grandpa Crux like I asked?"

The clock spirit assured, "Yes, but unfortunately, there is no data he is privy to that explains this girl."

Lucy nodded, not looking away. "Alright, thanks Horologeum."

The spirit disappeared, Lucy making a split second decision. Walking back to the bed, she shook Natsu's shoulder. "Pst, Natsu! Natsu, wake up!" Yet the Dragon Slayer only mumbled in his sleep. Lucy suddenly whacked him in the head. "Wake up!"

Natsu blinked awake blearily, asking with slurred words, "Is-it mornin' alrea'y?"

Lucy shook her head. "No, but I needed to ask you something, Natsu."

Natsu moaned. "You can ask in the morning, Lucy…" He closed his eyes, slowly falling back to sleep.

Lucy growled, "Natsu Dragneel, you'd better stay awake or I'll set you on fire! You couldn't eat that fire!"

Natsu grumbled, opening one eye. "What is it?"

Lucy raised the portrait, pointing to the girl. "Who is this?" Her finger pointed to a young girl who sat with Gray. Her legs crossed, wearing a plain grass green dress, she sat on the bench, Gray sitting on the tabletop, using the girl's head as an armrest. The girl didn't seem to mind being the rest for his arms- in fact, she was grinning widely, coppery skin accented by her wild white hair, a single streak of black near her face. Her eyes were a glistening green, everything about her was foreign and different, yet she seemed so friendly and familiar, it was looking at a childhood picture.

Suddenly, Natsu was very awake. He slowly sat up, reaching out and taking the painting from Lucy, staring at two faces he'd lost. Lisanna and the mystery girl. He softly asked, "Where'd you find this?"

Lucy said, "I'd found it once before, when cleaning the archives. When I heard Mira and Elfman were going to Lisanna's grave, I decided to find it for them. I guess I just didn't notice her before. So, did you know here?"

Natsu nodded a bit. "Yeah. She's… That's Ayrae. Ayrae was a Fairy Tail wizard."

Lucy did a quick double take. "Was?"

Natsu nodded a bit, glancing out to the hall. "She's gone." He sighed. "At least you didn't ask Gray. I don't think he could've taken a reminder."

Lucy frowned. "What happened to her?"

Natsu's face became shadowed. "We don't know. She joined the guild, went missing… then turned up dead in Crocus a few months later. We still never found out."

Lucy looked out to the hall where Gray slept. "Gray took it hard?" She looked down, noting how close he looked with the girl, Ayrae.

Natsu nodded. "They were best friends. You couldn't get 'em apart. He still blames himself for her dying."

Lucy's concern skyrocketed. "Wait, why?"

Natsu softly explained, "Because he knew she was going away, and he could've stopped her. He let her go alone, and we never saw her alive again."

Lucy looked down at the picture, straight into the excited green eyes that seemed too bright for their own good, too living to be dead. "… I'm sorry."

Natsu shook his head. "It's alright. Just don't mention it to Gray. No one at the guild talks about her because any time we bring up Ayrae, Gray… well, he goes off on his own for a few weeks."

Lucy nodded. "Alright. I'll keep the painting safe until we get home."

Natsu nodded, laying his head back down, Happy still sleeping on his pillow.

Lucy called out Plue, giving him the painting and crawled back into bed, but now, those green eyes seemed to haunt her even worse than before. Had she known this girl? Why did she look so familiar?

Guildless was silent at the window, arms crossed as she surveyed the outside, noting how she should teach the Fairies how whisper. _It seems she doesn't suspect._

Lucy wouldn't have noticed, as Reedus' drawing was fine and featured small details easily missed. It was understandable that Lucy wouldn't see the black crescent moons at the corners of Ayrae's eyes.


	22. I Missed You

**Hey guys! Sorry this chapter took awhile, but now, I'm so happy with this chapter it's ready! I nitpicked this chapter for about two full days, so I hope you enjoy! Thank you so much for reviewing, it helps me move faster and know what you all want to see, what you like!**

 **Thanks to Guest, Lynn, and Dragonlady for the reviews!**

 **Lynn: Thank you for always reviewing, you've always got something great to say! Ayrae's name is pronounced i-ray, and I promise, you'll get more as the story progresses!**

"You've gotta be frickin' kidding me!"

Guildless still sat at the window, shifting slightly at Lucy's yelling. She blinked bleary eyes, muttering, "Cool it, blondie."

Natsu yawned, emerging from the bedroom, rubbing his eyes. "Wow, you're certainly energetic in the morning, aren't you?"

Carla asked, "What's wrong with her?"

Gray groaned from under the pillow pressed on his face, "Probably popped a screw loose."

Yet Lucy kept on raging, yelling seemingly at a note in her hand. "I can't believe myself! Little Miss Me packed her bags and took off on us last night!"

Wendy took the note gently, reading aloud, "Keep walking for three more days and you'll reach the Royal City. I'm going to go back to my guild now. Good luck and try not to get busted."

Lucy demanded, "What was all that about 'lending a helping hand?' I swear, if I see her again, I'll wring her scrawny neck!"

Happy asked cheekily, "So does that mean you have a scrawny neck too?"

"Shut up!"

Guildless got up, swiftly moving to Lucy, putting a hand on her shoulder. "Get a grip, Lucy. People leave, we have to carry on."

Lucy asked, "You're saying I should just forgive this? Someone with my face should never abandon people in need!"

Guildless continued, "I'm saying that she has her own worries. We have to save your guild, she has to protect hers. If it was a choice between strangers and Fairy Tail, I know what the choice would be."

Lucy's fires began to fade, her anger turning to understanding.

"Come on, we'll get you a book to entertain you." Gray getting up letting the blanket fall off and show-

"Damn it, Fullbuster!" Guildless quickly moved to Wendy, putting her hands over the girl's eyes as Gray reached for his forgotten boxers.

Natsu scowled. "Dumbass! Don't strip all the way with Wendy around!"

Lucy was pure red, eyes pressed as closed as they could be. She feverishly said, "I don't think I can unsee that."

Gray pulled on his boxers, Wendy looking around in bewilderment as Guildless sighed. "Come on, clothes all the way on, streaker. We don't need to attract attention."

* * *

After stopping in a shop, the Earthland group was walking down the street, Lucy clutching a new book intensely.

Happy noticed Lucy's grin, noting, "At least she's not screaming anymore."

Gray smiled. "Told you guys it would work."

Natsu asked, "So what book'd you end up buying?"

Lucy beamed, "A complete history of Edolas, silly. Don't you want to know more about this amazing world while we have the chance?"

"Not really."

Lucy stopped to raise her book proudly to the sky. "You know the saying knowledge is power? Well this book has got tons of it! There's a bunch of stuff on a fearsome tribe called the Exceeds!"

Wendy nodded. "We've heard about that before, everyone got really scared when we mentioned them."

Natsu scoffed as Gray snorted, the two speaking in sync, "I could take 'em." Suddenly, they were glaring off yet again, forehead to forehead.

"Please, you couldn't beat Happy, much less an Exceed, freezer burn!"

"Really? Because I'm pretty sure anyone could beat you, flame brain!"

Guildless, face and mask well shadowed by the hood of her jacket, hissed, "Stop right now or I'll use what little magic I have to drop you two into shadows!"

As if on cue, a shadow fell over the group, all of them looking upwards to see a massive airship flying overhead.

Soldiers began running for the airfield, Guildless quickly switching priorities and shoving the others behind a pillar, peeking around the edge.

Soldiers began to chat, right on the other side of the column.

"I hear they're gonna pull the magic from that giant lacrima the day after tomorrow."

"That's why they're asking for additional security."

"We'd better get on board."

Guildless could practically hear the turning gears in her head as she announced, "We're stealing that ship."

Gray demanded, "What? Without magic?"

Natsu grinned. "Hell yeah, a full, frontal assault to take 'em down!"

Lucy asked, "Why can't we walk?"

"Because, we don't have three days to walk there- we need to be there tomorrow." Guildless shook her head. "We should sneak on, then overthrow them in the air. We can do more in close quarters than where they can circle us easily."

Wendy's face was completely horrified. "Steal an airship?"

Natsu grinned. "And with your Troya spell, I can help out!"

Wendy's horror turned to a deadpan. "Did you seriously forget we can't use magic here?"

Natsu paled. "Yeah, you're right, let's find another way."

Gray shook his head. "We can't risk it. We have to save everyone, now."

Guildless nodded. "Come on, we can go around the back and get on."

The group began to slink around the edge of the clearing, toward the back. Walking forward, slinking forward. Pausing behind the airship, Guildless softly said, "We'll get on while they're distracted. Once these guards turn ar- Natsu!"

The Dragon Slayer had crept forward, behind a guard. Coming behind the guard, he shoved him in the back, knocking him down. Grinning, he turned with a thumbs up. "Cleared the way!"

Guildless started angrily cussing under her breath as they all ran forward, racing for the airship. She scolded, "You dumbass! They could easily spot us because you couldn't-"

"Halt, Fairy Tail!"

Soldiers flooded forward as Guildless growled deep in her throat. "Great, and now we have this."

Lucy stepped forward, grinning. "Step back and let the strongest wizard in Fairy Tail handle this!" She lifted a key. "Open, Gate of the Lion: Leo!"

Yet it wasn't a tuxedo-wearing hearthrob who appeared, but a pink-haired maid. "Wait, what? Where's Loki?"

Virgo apologized, "Big Brother is currently on a date, and cannot be summoned right now."

"Big Brother?!"

"Yes, that is what Leo asks I call him."

"B-But I needed a powerhouse!"

Natsu grinned, pulling out his sword, starting the flame. "Come on, let's do this the Edolas way!"

Wendy opened her cylinder, wind starting to build. "Careful, we know what we're doing now!"

Gray smiled confidently, hefting his ice bow, nocking an icy arrow. "Line 'em up, knock 'em down!"

And the soldiers flooded forward, shields effectively protecting them from the magic as they began to grab the Earthlanders, tearing their weapons away.

Guildless looked at the knife in her hand, scowling and tucking it away. "No time for subtlety." She ripped off her bandages, hitting her fists together, yelling, "Arc of Night: Shade's Rebellion!"

With limited energy, Guildless managed to animate five shadows, who now rose to shove the soldiers away, freeing the Fairy Tail wizards.

Gray stepped out of the way of a shadow wrestling Happy free from a soldier, waving an arm to the airship. "Hurry, we need to get on now!"

Carla cried, "It's too late!" The airship was taking off, pulling back up into the sky. To make matters worse, Guildless' magic was already running out, only four shadows remaining and her arms shaking with effort.

Lucy cried, "We need to retreat!"

Guildless yelled, "Then go quickly! I don't have much power left!"

The group began to push through the crowd, moving toward the buildings again as Guildless' shadows began to flicker, becoming less physical, slipping back into two dimensional form.

About halfway to the buildings, everyone but Guildless had moved, Gray whirling around. "Guildless, come on! Move!"

Guildless' voice strained with exhaustion. "I can't, just go!"

Yet Gray raced straight back as another shadow disappeared, Guildless' vision starting to blur as soldiers broke through the lines. She was drawing too much energy at once, burning through too quickly.

Another shadow down as Gray reached Guildless, grabbing her by the arm and nearly dragging her away. "Move your feet, Guildless!"

Guildless let her hands fall, the last shadow fading, the soldiers completely free to move forward. Stumbling after Gray, she muttered with slurred voice, "J-ust go... Not enough magic..."

"Shut it and move!"

Yet just before rejoining the others by the edge of the clearing, a magicmobile tore into the landing zone, racing past the soldiers and pulling up next to the Earthlanders. Inside at the wheel, a familiar face was sitting with goggles over his eyes, pink hair spiked upward. "Lucy thought you guys might need a lift. Hop in."

No one hesitated to take the assistance, piling into the vehicle, the driver taking off immediately. "Fasten your seatbelts kids, we're ridin' hard!" They charged through the streets, quickly finding themselves in a desert.

Wendy grinned. "Thanks for saving us!"

Natsu groaned in the back. "So... sick..."

Guildless, pressed against Gray in the corner, was still breathing hard, light-headed and heavy-limbed. She heaved, "Thank you..."

Gray put a hand on her shoulder, asking, "You going to be okay?"

She nodded weakly. "Fine. Just... Need to recover." Her bandages were still halfway wrapped around her arms, though no longer on her lacrima. She wanted nothing more than to recover them immediately, but knowing the state she was in, knew she didn't have the strength without them yet.

The driver grinned, sliding his goggles up. "Well, you all are welcome. No vehicle can match my wheels. I'm kind of a big deal around here-" The Edolas Natsu's grin widened. "They call me the Fireball."

Carla discussed the technological prowess of Edolas for a few minutes, but Guildless could barely listen. Her mind was clouded, vision still blurry. She wanted so badly to take off her mask, breathe freely for awhile, but she wouldn't risk it. Besides, she didn't feel she had the strength to remove the mask anyway.

Suddenly, Dragion slammed on the brakes, the magicmobile sliding to a stop.

Lucy demanded from the front seat, "Are you _trying_ to make me kiss the dashboard?"

Dragion closed his eyes. "Wow, you people sure are ignorant. Since magic power is a limited resource, that means things like magic fuel are equally limited. It's nearly impossible to get a hold of. So long story short- I can't afford to take you any further. So get out. If I keep burning through fuel, I won't be able to make it back to the guild. Thanks to the Fairy Hunter, they had to change locations again recently."

Natsu was eager to escape, flopping out the door and standing, tapping his foot on the ground as if testing it wouldn't fall out beneath him. "Hello solid ground! I've come back to LIFE!"

Dragion smirked. "I'll give this to your me. He knows when it's time to pick up and move on. Now then, get out!" The rest of them quickly exited, Gray still staying close to Guildless as she carefully made her way out, legs shaking slightly.

Dragion continued, "If you wanna take on the kingdom, then I won't stop ya. Just don't go dragging my Fairy Tail into it. I only helped you because of Lucy, and no, not you. _My_ Lucy. I can never turn her down when she asks for somethin'. So thank her for your rescue. I don't want anything else to do with you. For me, driving is all that matters."

Natsu had gone to the door, resting a hand on top of the magicmobile. "Hey." They traded glares for a moment before Natsu announced, "I wanna talk to you about somethin'."

Natsu grabbed Dragion's shirt, dragging out the boy, who cried, "No! You get your hands off me right now!"

Natsu growled, "Sorry, but I want to have a nice heart to heart with myself."

Dragion flailed wildly, yelling about how he couldn't leave the car, Guildless rubbing her temples. "Why? Why is it always something?"

"Now tell me..." Natsu towered over Edolas Natsu, suddenly crouching and asking in a whiny tone, "Why is it you don't get carsick?"

Dragion, with hands raised over his head protectively, began to shiver slightly, his voice pathetically quiet as he whimpered, "I-I-I don't know. I'm sorry... P-Please don't hurt me!" He raised his hands, showing tears starting to streak his face.

Gray softly said, "Holy shit... This Natsu's a total bitch."

Guildless elbowed him. "Shut up, yours was a lovesick puppy over Juvia." At this Gray went red, turning his attention back to Dragion.

Natsu asked, "Are you the same Other Me from just a minute ago?"

Dragion mewled, "Yes, of course I'm the same guy! People say I'm like a different person when I'm behind the wheel!"

Happy giggled. "This world's Natsu is a total scaredy-cat!"

Dragion curled into a ball, clutching his head. "Stop! You guys are freaking me out! Don't scream..."

Natsu stared at his Edolas self, completely bewildered, Gray taunting, "Just like a mirror, ain't it, Natsu?"

Dragion sobbed, "This is as far as I can take you! I only took you this far because my Lucy said I had to!"

Wendy smiled kindly. "Aw, well, you don't have to do anything that scares you."

Dragion looked up at Wendy like a goddess descending on a cloud, letting out a relieved squeak.

Carla sniffed. "We definitely don't have room for a blubbering coward on our team."

Guildless dryly said, "Yet we keep the rude cat around."

Natsu Dragion smiled. "What's your name? I bet it's Wendy, right?" He looked to Gray. "You're obviously Gray, and..." He looked at Guildless who are you?"

Guildless crossed her arms, shrugging off his question. "No one important."

Dragion looked to Natsu. "And you're Earthland's version of me?"

Natsu asked, "Are you just now figuring that out?"

Happy introduced, "I'm Happy, and this beauty is Carla."

"And my name is White Shadow." Suddenly, the group turned to find a new visitor among them, on the edge of the hillside. Tube top, short skirt, and cloak all white, she flipped back the hood, showing her face. Suddenly, Gray was completely frozen in place, staring at the girl. He stammered softly, "A-Ayrae..."

Natsu Dragion suddenly burst into tears. "Please, don't hurt me, 'Rae! I swear, I won't get in your way!"

White Shadow rolled her eyes. "You can stop with the Ayrae nonsense. I left that name with your dumbass guild. But speaking of them..." She stepped forward, reaching for a knife hanging from the black belt on her skirt. "I'd like to have a word with my old guild."

Dragion whimpered in terror as Gray continued to marvel, "S-She looks like her... without the scars..."

Lucy could only stare at Shadow, taking in the fact that... This was Guildless. And suddenly, those crescent moons at the corners of her eyes were so familiar, it was embarrassing. She looked between Shadow and Guildless, Guildless shaking her head ever so slightly. She hissed, "We need to leave, now."

Gray wouldn't move an inch, Wendy frozen with anxiousness of the newcomer, the cats nervously shifting away.

Shadow prompted, "Well? Do I have to be violent or will you share?"

Suddenly, Guildless' arm lashed out, flinging the knife she'd gotten from the black market. Shadow's eyes went wide as she reached out, catching it. Yelling, she dropped it, the blade disintegrating as Shadow stared at her bloody, slowly disintegrating hand. Her hand was flaking away in specks of black, her fingers already gone, black and blood falling to the ground.

Guildless yelled, "Move!"

Dragion panicked, diving into his car, calling, "The Royal City's over the hill!" And with that, he took off rapidly.

Guildless grabbed a still stunned Gray by the arm, the group running for the hillside as Shadow gripped her hand, scowling. "Violence it is, then pests." She reached to her belt, pulling out her own knife, tapping the blade on the ground. The flakes of her missing hand began to float upward again, attaching to her hand and reforming into her limb.

Looking between the group running down the hill and the magicmobile, she narrowed her eyes. "Eh, I'll deal with my guild before my doppelganger." Picking up the dagger that had once removed her hand, she took off running after the magicmobile.

* * *

The Earthlanders regrouping in an alleyway of the Royal City, they gasped for breath, Lucy still staring at Guildless, Gray blanking looking at the ground.

Wendy panted, "W-Who was that?"

Lucy slowly said, "That looked like-"

"Ayrae." Gray had closed his eyes, sitting on the ground, face solemn, Wendy not daring to press him. Natsu looked to his guildmate with worry as Guildless breathlessly said, "Lucy... Mind if we talk?"

Natsu frowned. "Hey, what do you have to say to her and not us?"

Guildless gave him what he could only guess was an annoyed glare. "Girl problems." She grabbed Lucy by the arm, pulling her to the other end of the alley.

Lucy stared at Guildless. "That was-"

"Yes."

"That means you're-"

"Yes."

"But then that means-"

"Just stop." Guildless took a deep breath, Lucy wide eyed and completely mindblown and wide-eyed. "Yes, that was my Edolas form, and yes, I heard you last night. But you won't say a word to them."

Lucy demanded, "And why wouldn't I? They deserve to know, they think you're dead!"

Guildless growled, "And it'll stay that way." She held Lucy at arms length by the shoulders. "Luc, I'm begging you. I swear on my life, I'll tell them, but it should be me. Please."

Lucy blinked, the light seeming to angle just right so Lucy could see into her eyes- black, yet shining. Lucy's mind suddenly had to reboot as she realized that Guildless was on the verge of tears. She softly agreed, "Alright. I won't say anything." She paused. "But why haven't you told them? And why did you fake your death?"

Guildless released Lucy, shaking her head. "Because the less they know, the safer they are." She took a deep breath. "And I didn't fake my death. I never would've inflicted that pain on them." She offered a hand to Lucy. "Come on, but remember- not a word."

Lucy took her hand, the two walking side by side back to the others.

Gray seemed a bit better now, now standing and at least with the focus in his eyes again. He dully said, "About time, we noticed a crowd growing in the plaza. Maybe something important."

Guildless nodded. "We should go, cover all our bases."

Lucy shifted foot to foot, still stunned from her new knowledge that had just been delivered at high speeds. "Y-Yeah, let's go look."

Natsu nodded, still solemn after seeing Ayrae's doppelganger. "Maybe we'll get a hint to where the others are."

They stepped out into the streets, arriving at the edge of the crowd to stare at a towering mass of blue lacrima. Guildless quietly said, "Well, there's your hint."

Natsu whispered, "Our guildmates..."

The king stepped out onto a balcony next to the lacrima, pronouncing, "People of Edolas! It brings great joy to my heart to tell you that our Anima Program has produced enough magic power to last a decade!"

Gray hissed, "Like hell, they made anything!"

Guildless chided, "Calm down, Fullbuster."

The King continued, "Let us rejoice together! Let us sing and dance! Let laughter roar through our sacred kingdom! The power within this lacrima belongs to all loyal subjects of our fair homeland, and today we hold our future in our hands to ensure its prosperity into tomorrow and beyond! Therefore, we must swear to protect this gift from heaven with our very lives! My dear children, today I will make a most solemn pledge to you as your benevolent ruler." He slammed his staff into the lacrima, cracks creeping from the place he'd hit. "I will bring you more power, so much more than you can ever imagine!"

Suddenly, rage was in the very air as shards of the lacrima fell to the ground, wide Earthland eyes following the pieces of lacrima to the ground. Natsu began to shake with rage, his mind blanking with fury as his face bent.

Natsu started forward, Lucy throwing her arms around his waist, pleading, "Stay strong."

Natsu seemed completely tuned out. "That's our friends. Our friends! We've gotta get them outta there!"

Gray growled, "He's right, we've found them, now we free them." He raised his fists, as if preparing for a fight.

Guildless' for once bare hand rested on Gray's forearm. He looked at her, seeming to question why she would quell his rage, as she gently said, "Nothing can be achieved by fighting right here. Just wait."

Gray stared at her as Lucy implored Natsu, "Please, we'll get them all back." When Natsu didn't back down, tears began to leak from her eyes as she begged, "Please... Natsu."

He glanced back for a half second, eyes freezing on Lucy. Desperate and crying, holding onto him. Suddenly, his anger was instantly transformed into raw determination. Turning, he put a hand on Lucy's shoulder, the girl looking up to him. The pinkette, eyes narrowed and voice deadly, swore, "We can do this."

* * *

Renting a hotel room was nothing, though the wizards simply sat, unable to do much. Carla stood on the table, scribbling away on a piece of paper, Guildless staring at her wrists.

After half an hour of silence, she dully said, "Not to further darken the mood, but we have yet another problem."

Happy looked up from the floor nervously. "Uh-oh..."

"That lacrima, it was missing a piece- but I actually think it _is_ the missing piece."

Lucy asked, "You think that massive thing is a _small_ chunk? That's insane!"

Guildless insisted, "I know a lot about lacrima, blondie." She tapped on of her wrists. "These are a special kind of lacrima, one you can't find or make in Fiore. They're only in my native country, Veronica. These are compressed lacrima, heated and crushed over and over until one the side of a house is now a pebble. It doesn't affect how much magic it can hold, only its size. Knowing, that, think: my lacrima are each about a house worth of lacrima, and they're too extensive for me to ever fill completely. That lacrima has to be at minimum a single, incredibly powerful wizard, maybe Makarov. But the point is there is more than that of the lacrima."

Gray shook his head. "Great, now we have to find that too!" He leaned forward, head in his hands. "What are we going to do?"

Wendy looked glumly at the ground. "And we still don't even know how we'll turn them back into people again."

Happy sighed. "I bet the king knows, but he'd never tell us."

Natsu growled, "He will when we beat it out of him!"

Lucy's face suddenly lit up. "Yes! I've got it, we still have a shot!"

Guildless asked, "What're you thinking, Heartfilia?"

Lucy grinned. "Gemini! They can become anyone yeah, but they can also read the minds of anyone they turn into! Which means if they transform into the king-"

Gray finished, "He'll basically tell us everything." The mood began to pick up, everyone beginning to feel energized again.

Guildless said, "We just need to get into the castle. We get him separate from his guards, we use Gemini and get the hell out."

Carla raised her paper, volunteering, "I've come up with a plan to come within range."

Carla explained the secret passage, running from the outside of the city up to the interior of the castle, Wendy asking, "How'd you know all this?"

Carla glanced away. "It's just in my head, coming to me in little bits and pieces. From the moment we stepped into Edolas, it's like I have a mental map that's being slowly filled in."

Happy sadly said, "My head is still empty."

Guildless said, "It's probably just because Carla is a bit more organized, cat."

"We should move at night." Carla continued. "With night on our side, we'll sneak in and out easily. Until then, we should get some rest."

Guildless stood, stretching. "I'll take-"

Gray shook his head. "No, you stayed up all last night. You need sleep too, Guildless."

Guildless almost protested, but then looked at her bare arms. She had her bandages in her pockets, but she had been holding off. She knew the minute they were on again, she would pass out from exertion, yet she was hesitant to stay up. She needed to regain strength. "Fine, but anyone touches me while I sleep, they lose a body part."

* * *

After letting night fall, the sleeping Earthlanders woke again in a few hours. Guildless proved difficult to wake, as with her bandages on again, her exhaustion had caught up to her, but soon enough, they were running through the streets after Carla, all the way out to the edge of town.

Carla assured, "We should be arriving at the entrance to the tunnel at any moment now!"

Soon enough, a large cave mouth with wooden support struts. Wendy asked, "Is this the cave?"

Carla nodded. "Yes, I'm quite sure."

Natsu smiled. "Then in we go."

"Wait!"

"Again with the stopping?"

Carla ignored the Dragon Slayer, practically saying, "I know time is of the essence, but we will need a source of light."

Natsu laughed. "Aw yeah! One torch, I got this!" Yet when he punched forward, not a puff of smoke came.

Carla chided Natsu as Lucy ran up with two makeshift torches in hand. "Ah yeah, strongest in Fairy Tail to the rescue. Wood, cloth, and oil is allll it takes!"

Gray dryly pointed out, "Besides fire?"

Lucy suddenly deflated. "Oh. How do we make fire?"

Guildless sighed. "I've got it." She moved to the trees, pulling out a suitable stick and slab of wood. Spinning the stick on the wood quickly, it wasn't a minute before she had a small blaze at her feet.

As Lucy lit the torches, Natsu demanded, "How'd you do that?"

Guildless explained, "I've been living alone in forests for a few years, you pick it up."

Natsu stared at his torch, seeming to be contemplating something as Guildless walked up to him. "Don't you dare."

He innocently asked, "What?"

"Eat that. Do. Not. Eat. The. Fire." And she walked forward, Lucy and Wendy holding the torches to lead the way.

The walk was quiet and calm for the first leg of the trek, firelight flickering across the walks until-

"A dead end." Several boulders were in the way of the path, boards in front of them. "

Carla shook her head. "We need to go straight ahead."

Lucy grinned. "Then I have just the spirit!" She summoned Taurus, the bull quickly shattering the rocks in their path, the bull disappearing as Carla said, "This is the way to the castle, if my mind is to be trusted."

Wendy optimistically said, "You haven't been wrong yet, Carla."

Happy looked sadly at the ground again, Natsu seeing this. "What's the matter, buddy?"

"H-How could there's not some kind of map in my head? I mean, we both are from Edolas and got sent away on the same mission. So how come I don't know anything?"

Carla roughly reminded, "We agreed to not talk about that."

Happy nodded solemnly. "Aye."

"I can't give you an explanation, that's just how it seems to be working out."

Lucy agreed, "For now, we gotta keep moving forward."

"Right."

"Yeah."

"Forward."

They kept onward, Natsu pausing the play shadow puppets before Guildless gave him a good smack in the head, Carla soon ordering, "In 50 paces, we need to turn left..." At the fork of paths, Carla directed them into a cave of hanging stalactites, glowing plants on the ground.

Lucy observed, "This looks more like a cavern than a tunnel."

Carla assured, "This tunnel is right below the palace."

Gray smiled. "Glad to have a smart cat like you on our team, Carla."

The group resumed walking- and suddenly, the peace of the tunnel was over. A whip of white, gel-like substance lashed outward, wrapping around Lucy's torso, pinning her arms to her sides.

Everyone was on guard, Guildless immediately ripping bandages off her now partially recharged lacrima, shoving the bandages into her pockets, raising her arms to fight.

The same gel whipped outward, wrapping around both Wendy and Natsu respectively, though as two new streams tore through the air toward Guildless and Gray, the girl grabbed Gray and shoved him onto the ground, yelling, "Shade's Shield!" Black shields appeared on each arm, deflecting the gel, though they immediately flickered out.

Guildless helped Gray to his feet, the two immediately going back to back, stanced protectively behind one another.

"So these are the magic users from Earthland?" A woman in skimpy black, red hair flowing down her back, was approaching, soldiers parting for her.

Guildless growled, "Let them go, now!"

The woman asked, "Or what? You'll take on an entire squadron of soldiers?"

Guildless shrugged. "It wouldn't be my hardest fight. Now _let them go!"_

Another soldier attempted to catch one of the two with the gel whips, but Guildless again called her shield forth, rebounding the whip.

The woman stepped forward into the torchlight, now easily seen as- Erza. "Surrender or you'll feel no mercy."

Guildless hissed, "Same goes for you, bitch."

Erza scowled. "Go, men."

Several soldiers charged forward with spears, Gray and Guildless splitting up. Guildless ran forward, diving below a spear shaft and popping back to stand just in time to snap the spear, knocking the soldier back with the shard of his own spear, knocking another down by shoving the spear's splintered, non-deadly end into his chest.

Gray had stood still, waiting for two to approach him, the pair charging as one only for Gray to jump, coming back down to land on their spears, snapping off the heads.

However, this is where the good fortune ended.

Gray couldn't deflect the spearheads jabbing at him, getting a nasty cut on his arm and stomach, Guildless managing to weave between soldiers until one threw a spear from behind, the tip barely missing her head, but cutting her neck and the strap of her shirt, letting it fall just enough to show the edge of a light blue guild mark just below her collarbone, usually hidden by her clothes.

Guildless recoiled at the close call, playing her trump card. Fists together, she yelled, "Shade's Rebellion!" Yet only two shadows could rise, managing to shove back the soldiers to allow the pair to regroup. The shadows quickly vanished, Guildless falling to her knees from the stress it placed on her body. Gray knelt next to her, urging, "Come on, get up! We can-" As he offered a hand to help her up, his eyes were immediately glued to the edge of a guild mark on her chest.

The edge of a Fairy Tail mark.

Light blue.

Left side of her chest.

Suddenly, everything clicked in his mind. Her attitude, her desperation to hide her face. Words swam through his mind.

 _"It's okay, Gray. My scars don't hurt anymore, though I don't think they're very pretty."_

 _"Gray... I know I can't use magic again yet, not until I'm better... But can I be your partner?"_

Yet before Gray could say a word, a familiar face approached, white cloak and all. White Shadow smirked. "Aw, it's not often I get to stab myself in the back." She drew a knife, lunging for Guildless, who was still too weak to move, Gray diving forward between them, the knife driving into the edge of his chest, half stuck and half of the blade still outside his body.

He yelled in pain as Guildless looked up in horror. "No..."

"Gray!"

"Oh-no..."

"Hang in there, man!"

Shadow yanked the knife back, letting Gray stagger back, quickly kicking Guildless in the face for good measure, cracking the cheek of her mask as she went down. Shadow sighed. "Wow, and you were having so much trouble, _Knightwalker."_

Erza scowled, ordering, "Return to the main hall. Soldiers, bind these two and take them all away."

More gel was quickly used, entrapping Gray and Guildless, all five wizards being dragged off as Erza bowed to the cats, yet Guildless couldn't process any of this. She was wriggling and fighting against her bonds as best she could, eyes trained on Gray. "Damn it... Fullbuster."

The soldiers pulled them away, the Dragon Slayers dragged to a different branch of what they could see was a dungeon, the others dropped in cells. Lucy was locked into a pillory, a wooden slab to hold her head and hands separate.

They seemed to be aware Gray had no magic, tossing him loose into a cell, leaving Guildless with the gel-like substance trapping her arms. Shaking her head, she managed to crawl over to the point where her cell ran side by side with Gray. Her pure rage at him being hurt, her power fluctuated from her lacrima, her energy completely destroying the gel around her. She paid no attention to the blood now dripping from around her lacrima, pressing herself against the bars. "Fullbuster? Don't you fucking die on me!"

Gray groaned in response, yet Guildless hesitated. He was laughing.

"I-I wasn't gonna... Lose you again..."

Guildless felt her blood turn cold. "Wh-What?"

Gray smiled up at the ceiling. "I saw your guild mark... I couldn't let you die... Again..."

Guildless had caught on well, but wasn't ready to give up her charade. "Fullbuster, you're thinking of the wrong..." And he shifted his head to her, his dark blue eyes dripping tears.

He whispered, "I missed you."

Guildless suddenly couldn't speak. She couldn't lie again. She sighed, hands moving to her mask, unstrapping it and letting it fall to the ground. Her scars gleaming and a bruise on her cheek where Shadow had kicked her, tears in her eyes, she smiled sadly. "Yeah, Gray. It's me."


	23. The Guildless Girl

**Okay, you guys may not like this, but I'm using this time as almost a filler, but a filler with explanation. I need a baseline established for the next few chapters, and this is the prime time to do it, though I'll be pausing the plot until next chapter.**

 **Thank you all so much for the reviews! This chapter came so much faster with your support, so now, we're finally ready for a bit of history! Thank you and enjoy!**

Magnolia Forest, Earthland; X778

Gray sat in the woods, back against a tree, scowling as he rubbed a bruise on his head. "Stupid Erza... I didn't take her stupid cake."

A yell came from behind him, making him smile. "At least Natsu's getting some, though." Standing, he decided to put more distance between himself and the angry redhead. Walking deeper into the forest, he steeled himself to practice magic while he was hiding out from Erza's wrath, seeking out a good clearing to practice in.

After a few minutes, he found a suitable glen, positioning himself in the center, putting his hands together at his side. He began, "Ice Make..." Yet as his magic built, he paused, seeing something on the other side of the treeline. He lowered his hands, walking over, curious. "What the...?" He stood over a young girl, laying on her side, curled inward. White blonde hair stained brown and horribly tangled, her face hidden beneath a layer of blood. Her feet were blistered and cut, completely bare.

Gray stared down at her, nervously asking, "Oh crap, are you dead?" There was no answer, but as Gray looked closer, he could see her chest rising and falling. "Uh, just... please don't die!" He took off, running through the trees back to the guild. Bursting in the back door, everyone looked over, Erza currently pummeling Natsu, who lie on his back.

Natsu yelled, "Gray, tell Erza you took her stupid cake!"

Erza insisted, "Cana says she saw you!"

Cana smirked behind Erza's back, snacking on a slice of strawberry cake.

Gray yelled, "Forget the cake, I found someone in the woods!"

Macao frowned. "What, is Gildarts back again?"

"No, it's a girl! She's passed out and looks really beaten up!"

Makarov dropped down from his place on the railing, ordering, "Show me where you found her. Macao, Wakaba, come with me. Enno, please go to Porlyusica and ask her to come to the guild."

The woman dancing on the table nodded, her voice silken and gentle. "You've got it, Gramps."

She took off out the door, several older members staring after her, Macao's lovesick eyes among them until Wakaba tugged on his ear. "Come on, lover boy, Gramps needs us to help out."

Gray started running through the woods again, Gramps jogging after him, huffing, "Slow down, boy!"

Macao and Wakaba quickly caught up to him, grinning as they each grabbed an arm, lifting him up as they kept running, keeping up behind Gray. Macao teased, "We've got you, Master!"

Wakaba agreed, " _Our_ legs are long enough to keep up!"

Gramps scowled, flailing his legs above the ground. "Put me down, you imbeciles!"

"We've gotta move fast, Gramps-"

"Can't waste time!"

Gray stopped them on the edge of the clearing, standing next to the girl. "See? I think she's really hurt."

The men dropped Gramps, the old man deciding to save their lecture for later, walking over to the girl. Putting a hand on her chest, he nodded slowly. "Wakaba, if you would lift her."

Wakaba puffed on his pipe, pink smoke flowing out and sliding under the girl, lifting her up.

Gray looked at Gramps. "You think she'll be okay?"

Gramps nodded. "Yes, I believe so." Though he couldn't ignore the mark he'd seen on the back of her neck. She was from Demon's Shadow.

* * *

The girl woke, blinking blearily, face stiff from the bandages coating her head. Her mind slow, she could only blink at the ceiling as she tried to put together what had happened.

 _I was running... I was running, still... I couldn't run anymore... My legs wouldn't work... But where am I now? I feel so strange..._

"Feeling better?"

Suddenly, at the sound of another's voice, the girl felt awake, attempting to sit up in panic, finding her body too stiff for the demand to move so quickly. She winced, letting out a soft cry.

"Careful, you're still injured. Luckily, Porlyusica could heal most of your injuries, but you were hurt by very complex magic, some beyond even her skills."

The girl's voice was filled with fear as she asked, "W-Who are you?"

From beside the bed where the girl lay, Makarov introduced, "I'm Makarov Dreyar, master of the Fairy Tail guild, though my kids call me Gramps."

The girl slowly sat up, looking around the plain room. A table next to her was covered in various bottles and salve pots, a roll of unused bandages among these objects. Her hand moved to her face, finding all but her eyes and mouth were covered in bandages. She looked to the small, wizened old man who currently sat beside her. Wide green eyes peered out fearfully from her bandages. "What do you want?"

"Simply for you to get better, child. You were in rough shape when we found you."

The girl looked at the man, hand nervously reaching for the back of her neck, finding more cloth. Panic flooded her as she stammered, "I-I'm not- I didn't-"

"Calm down. Yes, I'm well aware of the guild mark you wear, Demon's Shadow is known in Fiore just as well as Veronica. But we weren't going to leave you, and so long as you don't cause trouble for my children, you're welcome to stay."

The girl insisted, "I promise! I left Demon's Shadow, I never want to go back!"

Makarov put a hand up. "This is good, but please calm down. You'll hurt yourself at this rate." Lowering his hand, he cautiously asked, "And may I ask what caused this?"

The girl seemed to calm slightly, no longer looking around in panic, now staring at the floor. "Shadow tried to stop me from leaving. I had to fight them..."

Makarov gently said, "It seems you've had a hard few days. It's no easy walk from Veronica to Magnolia."

Yet the young girl seemed petrified with fear. "Still, I should go soon. I don't want Shadow to find me."

Makarov shook his head. "If you leave, you'll be wandering a foreign country alone. I can't allow that. You'll stay here, alright?"

She still seemed hesitant. "I-I don't want anyone to get hurt..."

Makarov chuckled. "Trust me, my kids are a tough lot. Now... What's your name?"

The girl blinked, seeming bewildered by the question. _Briar said my name used to be... What was it? She said..._

"Ayrae."

Makarov smiled, standing. "It's good to meet you, Ayrae. Please, keep resting. Porlyusica's been attempting to heal the wounds on your face, so you need to remain here while she repairs your injuries."

Ayrae smiled. "Thank you, Makarov."

* * *

Two weeks later, the guild was relaxing in the guild hall as Makarov stepped out from the second floor. A hush fell over the ground, ready for the daily update on Ayrae's condition. Makarov asked, "Is everyone ready to meet our patient?"

Macao asked, "The kid's finally awake?"

Wakaba smiled. "I was hoping she'd get up soon."

Makarov smiled, looking behind him. "Come on out, Ayrae." Ayrae nervously stepped forward, wearing a borrowed blue dress that was a bit big for the petite girl. Her face, neck, arms, and feet all bandaged, it was difficult to see her coppery skin- or the anxious blush over her face. She seemed to struggle for words before squeaking, "Um, hi."

Enno grinned. "Aw, she's adorable, Gramps!"

Ayrae seemed to further withdraw, shifting foot to foot as Makarov gestured to the steps. "Well, go on. Everyone would like to meet you."

Ayrae took a deep breath, nodding a bit and slowly walking down the steps. At the base, a dark-haired boy stood in only his boxers. Grinning, he offered a hand. "Hey, I'm Gray Fullbuster."

She blinked, staring at his hand, questioning, "What... What are you doing that for?"

Gray frowned. "It's a handshake. You shake it."

Ayrae seemed even more confused. "Why would you shake hands with someone?"

Gray looked around, then retracted his hand, rubbing the back of his head and laughing. "I guess it is kind of weird, though you're kinda weird too."

Ayrae blushed a bit again, Makarov calling, "Ayrae's from another country like you, Gray. She doesn't share the same customs as we do."

Gray seemed to understand, nodding. "Alright, so how do you say hi to people?"

Ayrae smiled a bit, lifting her right hand to her collarbone, hand in a fist and bowing her head forward. "This is how we acknowledge another fighter."

Gray smiled in response, copying the move as a pink-haired boy grinned at a nearby table. "You guys fight a lot where you're from?"

Ayrae hesitated, glancing away a bit. "Uh, yeah. It was really violent."

The boy further asked, "Can you fight? Aw, I wanna see what kinda magic another country has!"

Ayrae's blush suddenly turned to a pale as she stuttered, "I-I um, I'm n-not-"

Makarov ordered, "No one is to pick a fight with Ayrae! She's still recovering from her injuries."

Gray retorted, "Yeah, leave her alone, Natsu! Ya dumb flame brain."

Suddenly, Natsu was forehead to forehead with Gray. "What'd you just call me, ya naked newbie?"

Gray snorted. "I've been in the guild longer than you, idiot!"

Suddenly, Natsu's fist burst into flames and he took a swing at Gray, Gray stepping back, out of the way, tackling down the pinkette.

Ayrae still stood in the same spot, staring wide eyed at the wrestling match. Looking around nervously, she asked, "Do they always fight like this?"

A dark haired girl in a yellow dress slunk up to Ayrae, nodding with a smile. "Yeah, though usually Erza will-"

The sound of metal on skulls rang and Ayrae's jaw dropped at the redhead who had knocked out both boys.

The girl beside Ayrae smirked. "That. She'll do that."

The armored girl chided them, "You're scaring Ayrae, and it's rude, besides that." She walked over to Ayrae, smiling as if she hadn't just downed two people in a blow. "I'm Erza, welcome to Fairy Tail."

Ayrae was still staring at the boys, carefully responding, "Glad... to be here."

Erza smiled, wrapping an arm around Ayrae's shoulders and pulling her into a hug more akin to violently slamming the girl's head into her armor. Head spinning, Erza still held her by the shoulders, ushering her forward, the dark haired girl beside them. "Now, if you'd like to come meet the others."

Ayrae managed to look straight as Erza stopped her at a table inhabited only by children. A thickly built young boy with a scar sat between two others who looked to be his family. A young girl in a pink dress and a bull cut, an older, much more terrifying girl in a purple crop top, black shorts, and thigh high black boots.

Across from them, the dark haired girl had sat down, picking up a stack of cards from the tabletop, now shuffling them distractedly.

Erza introduced each person, pointing to each as she said, "This is Cana, Elfman, Lisanna, and-" Erza's voice became a bit more pointed as she continued, "Mirajane. Mira, Elfman and Lisanna are all siblings."

Lisanna smiled and waved cheerfully, Elfman nervously smiling, Ayrae happy to see she wasn't the only awkward one around.

However, Mirajane was still scary to the young girl, stomping a stiletto heel onto the top of the table, grinning down at Ayrae in a way that made the young girl shrink. "Hey, kid. Nice to see you're not dead."

Ayrae opened her mouth, trying to think of a response as Erza scolded, "You're being extremely unwelcoming, Mira. Maybe you should put on some clothes and pick a better attitude."

Mira sprung forward, jumping the table, landing nearly on top of Ayrae, the new girl backing away quickly. Mira went forehead to forehead with Erza, growling, "Maybe you should stop dressing like a girl. Oh wait, sorry. Sometimes I forget your a girl until you start complaining."

Erza was glaring off with her immediately, growling, "At least I don't let my chest hang out like I'm a little slut."

"What did you call me?!"

They continued, Ayrae carefully moving around them and to the table. "Is it always like this here?"

Cana, now placing her cards on the table, agreed, "Yeah, though it shouldn't bother you too much. I thought you said people fought a lot back where you're from."

Ayrae nodded. "Yeah, but I don't like seeing people get hurt."

Gray, rubbing his head from Erza's brutality, grumbled as he walked up, "Well, of course ya don't. Nobody likes seeing their friends get hurt."

Ayrae blinked. "Friends?"

Gray nodded. "Yeah, friends. Don't you have friends back in... wherever?"

Ayrae nodded slowly. "Kind of. I had sparring partners."

Gray smiled. "Well ya got friends here, at least."

Ayrae seemed stunned for a moment before smiling, blushing a bit. "T-Thanks."

Gray grinned, sitting down on the tabletop next to Cana and tapping the seat beside him with his foot. "Come on, it's fun to watch Erza and Mira go at it. And don't worry, they won't hurt each other." He paused. "Badly."

Ayrae sat down, quiet for a moment before asking, "Why're you being so nice to me?"

Gray frowned a little. "Do I really need a reason? You're new, you don't know anyone here, you're hurt- you need someone to show ya the ropes. Besides, I found you out in the woods. I feel like I owe ya somethin'."

Ayrae quickly shook her head. "Of course not!" She didn't want to have anyone feel responsible for her... yet she couldn't deny it was nice knowing that she had someone on her side.

Gray shrugged. "Then the other three reasons are good enough, if ya really needed a few." He looked at her closer, examining her hair where it lay over her bandages. "Why d'you have that weird black streak in your hair."

Ayrae self-consciously reached for the streak, glancing at it in her fingers. _It's gotten darker... It used to be greyish._ "I dunno. It just kind of showed up." She smiled a bit. "Just like me."

Gray grinned back, asking, "Hey, mind if I call you 'Rae?"

Ayrae's smile wavered. "Why would you call me that?"

"Because it's a nickname. Ya know, a shorter, funner way of saying your name." He winked. "Plus it rhymes with Gray."

Ayrae's smiled returned to full prowess. "Sure, then!"

"Then it's settled, we're Gray and Rae." The two laughed, Gray offering a hand, this time, Ayrae taking it.

* * *

After a week of relaxing and recovery, Porlyusica had allowed Ayrae to remove the bandages on her face. Yet the moment she had unraveled them, she could only stare at her unfamiliar reflection.

Her cuts, diagonal across her face, were bright red from being so recent, cutting across her face, looking all the more prominent across her coppery skin. Looking away from herself, she softly asked the pink-haired healer, "May I leave them on?"

Porlyusica frowned. "You've been jumping to get these bandages off for a week, and now you'd keep them for nothing more than embarrassment over a few silly scars? I told you child, if you take the medicine I left here daily, they will fade. In fact, you may not even scar."

Makarov, from the other side of the room, agreed, "No one will judge you for your appearance, Ayrae." He smiled a bit. "Especially not Gray, if that's what you're worried about."

Suddenly, Ayrae was as deep red as her wounds. She nodded slightly, then turned to Porlyusica. Putting her fist to her collarbone and bowing in her gesture of respect, she smiled. "Thank you, Miss."

Porlyusica looked at her for a moment with surprise, then scowled, crossing her arms. "Yes yes, child. Now, I'll be going back to my house, and you'd better not disturb me again. That goes for you as well, Makarov!"

Makarov chuckled. "Yes, Porlyusica. Now, go on downstairs, Ayrae."

Ayrae nodded, smiling once more at Porlyusica before racing out the door.

Suddenly, the mood darkened. Makarov looked at his old friend. "Well? Were you able to remove them? Or at least learn about them?"

Porlyusica sighed. "I'm afraid I can't remove them without causing damage to her body. Whatever methods were used to place them were obviously meant to be final. However, I did learn about them. The lacrima in her arms, I've learned are housing lacrima, used to store magical power generated by a nearby and connected source."

Makarov frowned. "Is that why she seems to be having difficulty using her magic?"

"Perhaps, but there's more. The one in the base of her neck was already slightly filled, but with a different kind of energy."

"Such as?" When Porlyusica would neither meet his eyes or respond, he prodded, "I have to know. Please, for the sake of that little girl."

Porlyusica bowed her head, sighing. "The lacrima at the base of her neck contains what seems to be the _producer_ of the energy stored in her arms. I don't know how this is possible, but that lacrima is housing something- something with intelligence, consciousness." She looked up with a gaze of iron. "Makarov, I forbid you to allow her to remove those bandages around her neck. I've enchanted the cloth to suppress the Dark Magic, but she is _never_ to remove them!"

Makarov nodded slowly. "Of course. Thank you." He looked down, worry in his gaze for the young girl. "I just hope we can protect her from whatever this is."

Downstairs, Ayrae was standing next to the table of younger members, sheepishly showing her underlying appearance. Cana had immediately admired, "Damn, what kind of creature has claws like that?"

Erza elected to think more relatively. "It's a good thing Miss Porlyusica's so talented. Otherwise, your injuries could've been much worse."

Yet Ayrae mostly looked to Gray, who was standing beside her, peering curiously at her marks. "Do they still hurt?"

Ayrae shook her head. "Not much, anymore." She looked at the way Gray's fingers kept wriggling, making the connection. "If you want, you can touch them."

Gray smiled, reaching out slowly and gently touched the edge of the wound on her cheek. Ayrae said, "See? I might as well be fixed already."

Gray nodded, lowering his hand. "Yeah, and I can't wait until you can use magic again! I want to see what you can do."

Ayrae seemed to balk at this for a moment before regaining her smile. "Trust me, it's pretty crazy." To turn the subject away, she inquired, "Can I watch you're magic again, Gray?"

Gray nodded eagerly. "Come on, let's go!" He grabbed her hand, towing her toward the doors, Ayrae laughing right behind him as she ran after the boy. The two took off for the edge of the forest, stopping just inside the treeline. Ayrae sat at the base of a tree behind Gray as he shifted into a fighting stance. A pale glow appearing in his hands, he yelled, "Ice Make Hammer!" A massive hammer appeared as he thrust his hands forward, slamming into the trunk of a tree.

He thrust his hands forward, a giant hammer of ice appearing and slamming into trunk of a tree, shattering the wood easily.

Ayrae grinned, applauding. "That was amazing, Gray!"

Gray grinned in response, pride swelling. "You haven't seen anything yet!" He raised his hands again, yelling, "Ice Make Axe!" The appearing axe immediately slashed at another tree, cutting clean through, falling straight toward Gray. He yelped and dived away, the branches hitting the ground.

The two went quiet before Gray stood slowly, rubbing his hair nervously. "Uh, that never happened."

Ayrae shook her head, staring wide eyed at the tree. "Never."

They looked between the tree and each other before suddenly bursting out laughing for a few minutes. Gray asked, "What do we do now?"

"I guess we go back to the guild and pretend we didn't just knock that down."

Gray frowned. "Can we even get in trouble for this?"

Ayrae smiled. "With our luck, it was important." The two shared another laughing glance before running for the guild again.

Halfway through Magnolia, Gray asked, "So, I was wondering... Why haven't you officially joined the guild yet?"

Ayrae stumbled, immediately falling. Gray skidded to a stop to help her up as she stuttered, "Y-You, t-the guild..."

"Yeah, sorry if I surprised you, but come on, you're basically one of us. Why not get the mark to prove it?"

Ayrae's hand almost went to her neck, but she stopped herself. "I dunno, Gray..." She couldn't bring herself to tell Gray she was planning on leaving soon.

Gray smiled, offering a hand. "Come on, you know you're part of the family now. What'dyou say?"

Ayrae's uncertainty showed as she rubbed her bandaged arm. "I still can't use magic... I may not be able to use it anymore."

Gray grinned. "Then I'll teach you Ice Make magic!" A brilliant idea lit in his mind. "We could be partners! A team! The Ice Fairies!"

Ayrae's uncertainty melted away as excitement replaced it, her eyes gleaming. "Really? You'd be my partner?"

"Well, of course! We're already a team!"

Ayrae grinned, taking his hand. "Yeah! Yeah, I'll be a _real_ Fairy Tail wizard!"

Gray pumped his fist. "Yes! Come on, let's go tell Gramps!" The two took off through the streets, running as fast as their legs would carry them.

Bursting through the doors, Gray announced, "Ayrae's joining the guild!"

And just like that, there were no questions asked.

"Took ya long enough!"

"Yeah, we all saw this coming."

"Welcome to the guild, kiddo!"

Ayrae grinned as Gramps dropped down from the second floor, holding the magic stamp. Smiling at the young girl, he observed, "I was wondering when you'd officially join us. So where would you like your guild mark?"

Ayrae's mind whirled as she looked around the room, eyes pausing on Gray. Smiling, she looked back to Gramps. "Right here." She shifted the left sleeve of her dress away to show the empty skin of her upper chest, just below and to the left of her collarbone.

Gramps smiled, eyes flicking to where Gray had the mark in the same spot but on the right. "Good. Then we may offically welcome you..." He placed the stamp on her skin and the stamp glowed for a moment before he pulled it away, a light blue guild mark appearing. "To the Fairy Tail guild."

A cheer rose as Gray hugged his friend, Ayrae grinning the widest she had since she'd arrived.

The next two months were the best of her life. When she wasn't on easy starter missions with Gray, she was in the guild with her new friends or practicing Ice Make magic with Gray. So far, she could barely muster a snowflake, yet the two were persistent to be a team, no matter what.

One month in, Natsu had discovered a massive egg which he and Lisanna cared for, quickly hatching into a sweet little cat they named Happy. Yet Gray and Ayrae kept to the woods, always attempting their magic.

Two months into their perfect life though, everything went wrong.

"Ice Make..." Gray thrust his hands forward. "Lance!" The ice formed into a thin lance and drove itself into a tree trunk.

Ayrae, eyes narrowed in concentration, in a perfect imitation of Gray's stance, began, "Ice Make..." A soft glow grew in her hands. "Lance!" A miniature lance sprang from her hands, impaling itself in the ground. She grinned, pumping her fist into the air. "Yeah! I did it, Gray!"

Gray quickly hugged her. "I knew you could do it!" Backing away, he frowned at her. "Though you really should consider stripping."

Ayrae's face went pure red. "Gray!"

Gray smirked. "What? Come on, it's how I learned!" The two laughed for a moment before Gray hesitated for the second. "Ayrae... I wanted to ask-"

The bells of Kardia Cathedral began to ring, clanging in a strangely desperate tone. Ayrae turned, frowning at the church. "What's that about?"

The two looked at the cathedral's tip over the trees for a moment, realization coming as smoke began to rise above the treeline. The two exchanged a look. "Come on, let's move!"

The two took off, weaving through the trees to the edge of Magnolia, running against the flow of terrified civilians who were currently evading the plumes of smoke that were popping up with occasional explosions. Pushing through the panic, they skidded to a stop at the steps of Kardia Cathedral.

Most of Fairy Tail was already there, fighting it out with dark-robed warriors, magic whizzing through the air. Erza was slicing her way through a clump of them, a winged Mirajane doing airbone battle with an aero-wizard. Natsu was chomping at the fire of another wizard, Lisanna and Elfman double-teaming a pair of sword swinging fighters. Cana chucked cards at a few men, Macao and Wakaba back to back, Reedus painting his way through his opponents. Makarov had arrived, now growing to amazing size, half the size of Kardia Cathedral, slapping warriors away.

Yet at the tip of the cathedral's highest spire, one man stood, holding the spike one handed, surveying the battle, something square in his free hand.

Ayrae took everything in with wide eyes, gaze being trapped on the man on the spire. Her eyes began to glaze over with a dull red light, her lacrima pulsing brightly under her bandages. Her body stiffened, hands turning white as her grip tightened.

Gray looked at the man, determination in his eyes. "Okay, we can take these guys, we should hit the top and-" He glanced to Ayrae, frowning. "What's wrong? Are you alright?"

When Ayrae didn't respond, he reached out, touching her upper arm. "Rae?"

Ayrae blinked, the red disappearing, immediately replaced with pure terror. "I-I..." She looked to the ground. "I have to go." She suddenly took off running for the other side of town.

Gray stalled for a moment, confused as he looked between Ayrae and the fight before taking off after his friend and yelling, "Rae!"

The man on the top of the spire suddenly pointed in the direction Ayrae was running, a handful of fighters splitting off from the group to chase the two kids.

Ayrae kept running, white hair flying out behind her, Gray yelling her name over and over as they reached the end of town and dove into the trees.

Ayrae felt her legs start to ache again, old blisters burning as she began to slow. Gray however, was still pounding away after her, quickly catching up for her, grabbing her by the wrist.

"Stop! What's up with you? I know you can't fight well right now, but I can protect you, Rae!"

Ayrae whirled, tears in her eyes. "Gray, please, I have to go!"

Gray demanded, "Why? Can you give me a real reason?"

Ayrae started, "Gray, they're here-"

A tongue of flame lunged out, biting at the air, Ayrae and Gray diving away from it in perfect sync. Gray immediately moved into a fighting position, yelling, "Ice Make Arrows!" A small hail of arrows flooded from his palms sweeping toward their attackers.

Ayrae immediately backed away, raising her fists uncertainly, half the dozen attackers splitting off toward the young girl. Gray's back turned, Ayrae closed her eyes, fists unfolding into open palms, whispering, "Arc of Night: Shade's Shield."

A transparent black shield appeared between herself and the oncoming fighters, though she quickly shoved her hands forward, the shield crashing into them and knocking them away. Gray had already used an Ice Cannon to blast his enemies into unconsciousness, now turning back to a seemingly defenseless Ayrae.

"I've got this!" He quickly thrust his hands toward the remaining six opponents. "Ice Make Fishnet!" He quickly froze the remaining attackers, turning to Ayrae. "Are you okay?" Ayrae nodded slowly as he took a deep breath. "Then will you tell me why you thought you could just leave?"

Ayrae sighed, bowing her head. "... Gray, I can't explain. Not now."

"Then when?"

"When... When I come back. Please, Gray. You trust me, right?"

Gray nodded. "Course I do."

"Then I'm begging you Gray, trust me now. I can lead these guys off and I'll come right home. Please, otherwise they could hurt someone! Someone we care about!"

Gray hesitated. "Then I'll come with you."

Ayrae insisted, "No! I-I have to do this." Her eyes were filled with something beyond a goodbye- this was a lie.

Gray demanded, "Why? Why can't I come? We're a team!"

Ayrae begged, "Gray... I know it doesn't make sense." She took his hands, looking desperately into his eyes. "Please, I'll explain everything when I come back. My scars, my magic, this right now. I'll come home as quickly as I can, I'm begging you."

Gray frowned, looking at Ayrae's terror, slowly nodding. "Alright. Just come home."

Ayrae smiled sadly, quickly pecking a kiss on Gray's cheek. "Bye." She took off, tears in her eyes, Gray blinking off after her, gently touching his cheek where she kissed him.

Ayrae, running through the trees, felt the tears falling from her eyes. _I'm sorry, Gray... I'm so sorry... I can't come home. Not if it hurts any of you._

A familiar voice, lilting and elegant, echoed in the young girl's mind. **Running is useless, Shade. You're going to be captured, no matter what, so why not simply give up now? Maybe your new little friends will be spared...**

Ayrae whispered under her breath, "You're wrong. Diviner will follow me. I can protect them."

 **Ha! You're alone, child. You're worthless alone.**

"No." Ayrae's green eyes seemed to be clouded by black, green fading into darker color. "I can protect them alone. I don't need a guild to save me like before. From now on..." She looked at her dress, where she had cut off one sleeve to proudly display her Fairy Tail mark. She let her hair loose from its braid, allowing it to fall over the mark. "I'm guildless."


	24. Magic Again

**Hey guys! I have great news: I've settled into a good schedule, so from now on, I should have an update every Saturday, though they might come earlier if people review, as those always help inspire me. Damn, was I happy with the feedback from the last one! You guys are amazing, and make it so much more fun to write for others! So, with pleasure, I give you your next chapter! Please review for quicker releases, and don't forget to follow/favorite!**

A yell echoed throughout the stone halls as the bars of one of the dungeon's cells rattled, the metal shaking.

Guildless, or rather Ayrae, stood shaking, rolling her shoulder, muttering, "I can do this..." She charged at the bars, slamming her shoulder into it, immediately groaning in pain and staggering back, managing to stay on her feet.

Lucy ordered, "Stop it! You're only hurting yourself!"

Ayrae panted, "No... I can break through... Just... Watch..." She ran forward into the bars again, gasping at the impact and fell to her knees, hand grasping at her pained shoulder, choking for breath.

Gray, now leaning against the bars between himself and Ayrae, murmured, "Cut it out... Rae... We need... A better way..."

Ayrae closed her eyes, one hand reaching to her neck, brushing against the bandages. Shaking her head, she stood again, swaying on her feet. "Not yet..." She slammed into the bars yet again, the gate jolting. Yet again, Ayrae couldn't keep on her feet, falling to the ground, gasping for air.

Lucy yelled, "Stop hurting yourself! Please, we can find another way out!" Looking out into the hallway, she barked, "You jerks had better come and let us out! Hey, I'm talking to you! Don't ignore me!"

Lucy kept raging at the guards as Ayrae lay on her back, taking shaky breaths. Gray shook his head. "You never can give up..."

Ayrae smiled to the ceiling. "I guess... I picked it up from you..."

Footsteps echoed down the hall as three soldiers approached, spears in hand. "Quiet down in here! You'll meet your end soon enough, don't cause us anymore headache."

Lucy growled, "How can you do this? That lacrima, that's our friends! People!"

The soldier said, "We trust in our king, Earthlander."

Lucy scowled. "At least let me out of this thing! Otherwise, I'm going to keep yelling until I run out of air!"

The soldiers muttered to each other before one opened the gate, the other two filing in. One holding each of her arms, one soldier pulled her from the pillory and quickly put that strange white gel around her wrists. The soldiers left the cell, walking out, slamming the cell gate. "There, now quiet down! You'll be dead soon anyway."

Another soldier tapped his spear on the bars. "These two don't even look like they'll make it to execution."

"Oh, I hope they do." The soldiers whirled, Ayrae slowly sitting up as White Shadow, pale cloak scrapping the ground, walked forward, pausing outside Ayrae's cell.

A soldier apologized, "Sorry, we were-"

"Oh, it's nothing. Go on, back to your posts." The soldiers hurried off as Shadow leaned against the bars, smirking down at her doppelganger. "I never really got a good look at your face, though I don't know why I'd want another look at a face like yours. I've got to say... even if you took away the scars, you're nothing like me."

Ayrae glared at her. "... Well? What do you have to say, _Ayrae?"_

Shadow scoffed, rolling her eyes. "I changed my name from that a long time ago. I hope to Extalia that you changed it too. Ayrae... Such a horrible name."

Ayrae's glare grew. "... I'm going to give you one chance to let us escape before I have to use force."

Shadow laughed, smirking at her equivalent like she was an amusing child. "Oh, you're making threats from the wrong side of the prison bars, little girl. There's nothing you can do- you have no power, you have no weapons." Her green eyes lit with a dark light. "In fact... I think I can have a little fun. All of you are set to die anyway."

Ayrae scowled, ignoring her. "You have ten seconds to take my deal. Open the doors and I won't hurt you."

Shadow chuckled. "Oh, I think not. I want to let loose, get out my pent up energy."

Ayrae glared. "Ten."

Shadow's eyes landed on Gray, then tauntingly to Ayrae. "Ah, your world's Gray. However opposite you may be, I bet you're just as annoying."

Ayrae's eyes began to fill with rage as her hand moved to her neck. "Five."

Her hand moved to a black-jeweled ring on her finger, the girl walking straight through the bars as if she were a ghost. "I think you volunteered."

"One." Ayrae pulled on the edge of her bandages, pulling them from around her neck, her eyes immediately turning blood red, blood-encrusted lacrima glowing powerfully.

She stood easily, her pain seemingly gone, hand reaching out to the bars. Their own shadows rose, tearing the bars away into a hole that Ayrae easily could walk through. Shadow backed away, eyes wide in terror as Ayrae walked past Gray, both the ice mage and Celestial wizard staring in surprise at her.

Shadow moved for the bars, Ayrae's hand lashing out, grabbing her by the throat and shoving her against the wall, Shadow's head colliding with the wall. Ayrae pressed her hand around Shadow's throat, pinning her to the wall, her voice now smooth and elegant, rich as royalty. "Now, I'd like your pretty ring and the method by which you fixed your hand. I seem to remember stabbing that."

Shadow stared at Ayrae for a moment, reaching for her ringed finger as Ayrae's free hand snatched Shadow's, twisting and letting a soft c _rack_ echo. Shadow yelped as Ayrae coyly said, "I thought that we could get along, have a civil conversation like human beings. Apparently not. Now, if you'd like to be helpful, I won't have to gut you. I'd prefer not to end up staining my clothes."

Ayrae slipped the ring off of Shadow's hand, Shadow using her free hand to slowly reach into her cloak, dropping a dagger hilt on the ground. "There. Touch that to the wound."

Ayrae smiled slyly. "Why thank you." She raised her free, now ringed hand, black energy gathering in her palm. "Now, say hi to the gatekeeper of hell."

Shadow's eyes widened in panic as something strange happened.

Ayrae's left eye turned black again, her left hand slowly releasing Shadow, the girl taking her chance and lunging out of Ayrae's grasp. The mercenary pulled a gem-encrusted dagger from her pocket, slashing at the bars, easily dissolving them and running off down the hall.

Ayrae's left hand pulled out her bandages, quickly and messily wrapping them around her neck. The energy of her hand went out like a candle as soon as her neck was completely covered. Suddenly, the last of the red faded from her eyes as she collapsed against the wall, gasping for air, vision spinning.

Gray and Lucy still could only stare, pure confusion through their minds and dumbfounded by this behavior. What was this? She was so opposite to her usual actions.

Ayrae swayed on her feet, slowly lowering herself along the wall to her knees, sliding the knife hilt to Gray. She hoarsely groaned, "You heard her."

Gray slowly nodding, picking up the hilt and shakily touching to his wound, the cut instantly repairing itself. Gray slowly stood, walking over to Ayrae, offering a hand. "Thanks, now we're getting out of here."

Ayrae's listless eyes manage to look up to Gray, taking his hand. She smiled weakly as he helped her to her feet, needing to lean on him to keep standing. "Let's... Let's save the guild."

Gray smiled back. "Our guild."

He helped her walk out the hole Shadow had cut in the bars, the two making their way to the edge of Lucy's cell.

Lucy stared at Ayrae, breathlessly asking, "What was that?"

Ayrae shook her head, pulling the stolen ring from her finger and tossing it to Lucy. "No time. I'll explain later. For now... We have to escape."

Lucy nodded slowly, picking up the ring, slipping it onto her fingers. Standing, she hesitantly reached her hands out, her hands passing straight through the bars. She cautiously walked through, blinking as she stood in the aisle. Grinning, she excitedly said, "Let's do this! Natsu and Wendy need us!"

Suddenly, footsteps and yelling began to echo from the hall's end, where Shadow had run. Ayrae looked toward the entrance to the dungeon, eyes narrowed. "We need to go... Before they reach us."

A voice, too reminicent of Erza's powerful yell, echoed down the corridor. "Go, quickly! We mustn't fail the King!" A roar of angry voices responded as the footsteps power redoubled.

Gray's eyes widened. "Move!" Ayrae still leaning against him for support, they ran as quickly as they could, Lucy still trying to pull the white gel from her wrists. Still, the pounding feet behind them were growing louder, closer.

And suddenly, they were fading away.

Lucy looked behind them, panting, "What happened? Where are they going?"

Gray huffed, "Who cares? They're leaving."

Ayrae shook her head. "They wouldn't give up... They know they have us... They're just using their advantage..."

Lucy's excitment turned to worry. "Advantage?"

"They know this palace. We don't."

Soon, they emerge out into daylight again, seemingly on an open corridor, a ceiling over the hall, though where the far wall should've been, there was only a waist-high stone railing. Over the railing, the entirety of the palace courtyard, much of the city in the distance.

Lucy looked between the two directions, the sloping hall going up and down, pointing up. "I bet they'll be this way!"

And before they could get very far, a swarm of soldiers rushed forward from another doorway, spears bristling, blocking their path. They tried to turn toward the other way, finding the other half of the soldiers had come behind them, a few moving to the doorway they'd come from, blocking all escape.

Knightwalker walked forward, only feet away, smiling with superiority in her eyes. "Thank you for walking yourselves to the chopping block."

Knightwalker would correct White Shadow's mistake with ease. She would regain her full title as the Fairy Hunter, and she would take pleasure in killing the mercenary.

Ayrae's hand reached for the bandages on her neck again, bracing herself for the red glow of her eyes to take over as Knightwalker's spear suddenly slammed into her chest, and Ayrae's hand fell loose from Gray's, falling over the railing.

"AYRAE!" Gray didn't think. He dove over the edge, Lucy yelling after him as he reached through the air for Ayrae, air whipping past.

Ayrae's black eyes met Gray's blue as their hands interlocked again, sharing a smile as they fell.

Suddenly, something was holding Gray by the belt, a blue flash going around to behind Ayrae, holding her by the shirt. No longer were they falling, but held in middair by Happy and Carla.

Gray looked between Carla and Happy, stammering, "Happy?"

Happy smiled, holding Ayrae. "Hey Gray!"

Ayrae blinked, staring. "You can fly again..."

Happy grinned. "Yep! Wait..." He looked closer at Ayrae's face, eyes widening. "Ayrae?!"

Ayrae smiled a bit. "Hey, cat.

"Ayrae!" He whooped, pressing his head against her back in a makeshift hug. "You're still alive! Wait, you were Guildless this whole time?!"

Carla frowned. "Whatever is happening, save it for later, tomcat! Remember Lucy is still up there."

Happy nodded a bit, yet still smiled at Ayrae, tears in his eyes.

The two cats flew upward, back up to the level by Erza and Lucy. Knightwalker and the soldiers stared at the Exceeds in absolute awe and terror, their redheaded leader stammering, "But... the queen. She ordered they be executed!"

Carla calmly replied, "The order has been rescinded."

Edolas Erza carefully said, "I'm sorry... Though you may be an Exceed, you do not have the power to terminate a directive from the queen herself. I respectfully ask that you hand them over."

Carla sniffed, putting her chin in the air. "Do you not know your place? Bow down! You are in the presence of royalty. I am the eldest daughter of Queen Shagot, but you may call me Divine Princess Carla."

Knightwalker's face twisted in horror and fear as Happy, Gray, and Lucy stared at the female cat is surprise. Ayrae however, looked at her with a small, knowing smile. She knew a bluff when she heard one.

Knightwalker and her soldiers quickly bowed down, Erza quickly amending, "I beg your forgiveness, Your Grace."

Carla ignored the plea, shortly asking, "Where is W- the Dragon Slayers?"

"In the basement of the West Tower."

Carla sharply ordered, "I command you to release them at once."

Erza bowed her head lower. "I'm afraid I can't, I don't have the authority. I'm truly sorry."

Carla snapped, "I won't accept your excuses!"

Knightwalker winced at her harsh tone. "Yes... I know it is unacceptable, but..."

Footsteps pounded, armor clinked as a new wave of soldiers approached, lead seemingly by a massive Exceed. "Erza! Those two are Fallen Exceeds! They've been officially banished from the kingdom of Extalia!"

Suddenly, the ruse was over. Ayrae ordered Happy, "Drop me, grab Lucy!"

Happy's eyes widened. "But-"

"Trust me!"

Happy cautiously let go, Ayrae now prepared for her fall. Her arm lashed out, grabbing onto the support of the next railing down, pulling herself into the hallway a single floor down. Happy quickly grabbed the blonde as Carla moved to Ayrae, the group immediately taking off as fast as they could toward the West Tower.

A bell began to chime as the Earthlanders raced down the corridor, the hall quickly opening up to the plaza of the palace. Unable to turn back, they started their charge across the open area. Exceeds were closing in from above, one of them yelling obnoxiously to the others.

Ayrae, vision dancing as she forced her numbed legs to run, muttered, "How'd you send all these guys into a hissy fit?" Stumbling, she started falling before Happy grabbed one arm, Gray the other, helping her back to her feet.

Happy smiled. "I guess it's a Fairy Tail thing."

Yet the smiles were disappearing as soldiers flooded into the courtyard, surrounding the group as the Exceeds descended from above.

Stopping in the center, Lucy exclaimed, "We're trapped!"

Yet every head turned to an enraged yell from above: "Activate Code ETD! _Right away!_ "

Suddenly, horns were bellowing, soldiers forgetting the prisoners as they rushed about. Ayrae looked to Carla. "Any idea what this is?"

Carla shook her head, looking about worriedly. "No, but it can't be good."

Several pieces of machinery moved up on the castle walls, all aimed... At the incoming Exceeds. Blue light flooded the plaza as the group silently agreed this was the perfect moment to slip away, running to a side door to the west.

Ayrae panted, "Whatever that was, we need to stay clear of it."

Gray agreed, "I'm with you, nothing about this ETD thing sounds good."

Lucy asked, "Is this the way to the West Tower?"

Ayrae looked behind them, seeing several soldiers flooding in their direction. "Well, they're sending more soldiers, so I'm assuming this is the right way."

Diving through halls, racing down steps, no one had breath to spare, running to their friends' aid.

Yet at the base of a staircase, they stopped in their tracks as a spear raced to greet them, shattering the stone it embedded itself in. Skidding to a stop, Lucy demanded of its owner, "I thought you had better things to do than deal with us!"

Erza Knightwalker smirked as a spark of electricity grew on her spear, suddenly spiraling outward in a wave. Ayrae threw herself in front of Gray as it hit, knocking them all back, tumbling across the stone floor. All scattered across the floor, stiff with pain, it couldn't be called a fight.

"Impressive. You just took a direct hit from my magic... And yet you're still breathing. But not for much longer."

Knightwalker's armor crunched over the rubble as she walked forward, standing over Ayrae, spear now in her hand once more, raised for the kill. "My orders said nothing about taking you alive, so it seems there's only one option." The tip of the spear became electrified again, and as she pulled back her arm to strike, a shirtless man crashed into her, tackling her into the wall.

 _"No one hurts Ayrae! MY Ayrae!"_

Ayrae's black eyes opened to see Gray having shoved Knightwalker into the wall as her spear tip touched the ground, its destructive power obliterating the floor. The Earthlanders fell through the hole, Ayrae pushing through her pain to reach out for the falling Gray. Grabbing him by the arm, she smiled. "And no one touches my Gray." The influx of emotion flowed through her, filling her with just enough power to summon a single wing of darkness, managing to glide the two of them to the floor, though they crashed gracelessly.

Happy having caught Lucy, Ayrae now laying barely conscious on the ground, Carla ordered, "We must hurry!"

Gray stood slowly, nodding as he slung one of Ayrae's arms over his neck, holding her up. "Let's move, Ayrae can't take much more of this."

Ayrae muttered weakly, "No... I'm fine... I can... Keep going..."

Gray shook his head as they started walking. "You never could understand what limits are, Rae."

Ayrae half-heartedly asked, "What are those again?"

"They're the place your about to hit, Rae."

After awhile of walking, the group took shelter in a small storage room, tucking themselves away in the farthest corner. Gray gently propped Ayrae against the wall, sitting beside her as Lucy sat with Happy in her lap. Spirits low, no one could manage a smile now.

Carla paced in front of the mages. "As it stands... We're trapped in here like rats."

Lucy gloomily said, "They probably have a ton of soldiers near where they have Natsu and Wendy. We won't be able to get anywhere near it."

Gray insisted, "We'll save that idiot somehow. We just need a plan..."

Ayrae's half open eyes stared at her hands. "If only... I had any magic left... I could do something..." She sighed. "I used up everything I had just to keep us alive."

Carla stopped, bowing her head, tears in her eyes. "We came so close, but... Wendy..." She sniffed, trying to keep her hopes alive, yet it was no use.

They didn't have a prayer.

"We're not giving up."

All eyes turned to Happy, who looked with determination at the ground. "We owe it to Natsu to keep fighting until our last breath! That's what he would do for us! We just have to believe like he does! If we can't honor his belief and fighting spirit, we don't even deserve to survive!"

Lucy looked at the Exceed with surprise. "Do you have any idea what we should do?"

Happy's eyes looked to the bags of flour surrounding them. "I have an idea. We'll use the flour as a distraction to get in! I'll distract them and you guys can sneak in."

Lucy grinned. "You're a genius, Happy!"

Gray nodded. "We can still win this!"

Ayrae smiled, attempting to stand. "Let's go." Yet she immediately felt splitting pain attacking her body, making her wince and fall back into place against the wall.

Gray shook his head. "Stay here, Rae. We'll get Natsu and Wendy, then come back."

Ayrae's obsidian gaze met Gray's. "No! I won't stay back... I won't hide while you fight."

Gray insisted, "And all you could do is hurt yourself further."

"... I'm willing to go to all ends to save my friends."

Gray sighed. "You won't listen, will you?"

"Absolutely not."

Lucy smiled a bit. "Then I guess she's coming."

* * *

The plan started perfectly. Happy flung flour in the guards area, then dove into a side corridor, the guards chasing after him. Ayrae leaning against the wall for support while Carla flew over Lucy, the rest of them ran straight for the source of the Dragon Slayers painful screams.

They didn't make it far.

Another blast racked the group, knocking them down the hall as Erza Knightwalker and her small group of soldiers approached again. "Creating a diversion to draw away our forces is the most predictable strategy you could've chosen. Do you honestly take us for complete amateurs?"

Ayrae lay on her back, staring blankly at the ceiling. No! _If I could only reach my neck... I don't know if I could take releasing **her** twice in one day, but if I could save the others..._

Gray crouched, panting and staring at Knightwalker, waiting for the chance to attack. He couldn't waste any opportunity anymore, not without risking the lives of his friends. A few soldiers returned, tossing Happy to the ground next to Carla, surrounding them completely.

More screams racked the air, Lucy demanding, "What are you doing to them?!"

Knightwalker coolly explained, "To initiate Code ETD, we need magical energy."

Wendy's voice echoed the halls, Carla's tears dripping on the floor. "Please... Please, let her go!"

Ayrae's mind suddenly tuned out everything.

Everything but the screams.

 _No. Not again. I won't let my life repeat itself. I won't let the people around me feel this pain! I don't care if this kills me..._ Her hand slowly moved to her neck, shakily pulling at the bandages as Erza stepped forward, towering over Carla.

She gloated, "And with that, your devil's luck has run dry."

Happy staggered to his feet, managing to walk in front of Carla protectively. "No... I won't. I won't let you hurt Carla! Not while I'm alive! You'll have to kill me first!"

Carla breathed, "Happy..."

Ayrae's hands were shaking too much, her hasty knots in the bandages too much for her to untie in her state. _No no no! NO!_

Knightwalker smiled cruelly. "Very well then, your wish is my command."

Carla pleading scream mixed with Knightwalker's attacking cry as the wall beside them suddenly exploded outward, a single figure standing in the dust. A familiar, commanding voice growled, "You're quite audacious. Knowing these people are with me, yet still attacking them. Anyone who would lay a hand on our fellow guild members will be dealt with accordingly."

Carla stared in awe at the now visible figure. "But how? I thought you were gone!"

Erza Scarlet smiled at her guildmates. "I would never let my friends down." She looked over shocked faces, her eyes meeting black ones, yet recognition flared in both. Erza's eyes widened, staring at the injured girl. "Ayrae?"

Ayrae managed to prop herself up on one arm, waving weakly. "Ey, Red. Long time, no see huh?"

Before the reunion could go any further, Edolas Erza's shock of seeing her doppelganger wore off as she swung her spear viciously at her lookalike. Erza easily caught it with her blade, the two glaring off as their weapons clashed. Erza glanced back to the others cautiously. "We can all exchange explanations later, but for now, save Natsu and Wendy! If any of you know where a large lacrima is, find Gajeel in the streets and bring him to it!" She freed one hand to quickly throw something to Gray, which he caught carefully. "Eat those, now go!"

Gray looked down at the few red balls Erza had thrown him, nodding. "Good luck." He knew well that she could defeat Knightwalker. It wouldn't even be a challenge for her, if he knew Erza. "Let's go!" He pulled Ayrae up again as Lucy and the Exceeds led the way, racing down the hall.

He popped a ball into his mouth as they rounded a corner, suddenly skidding to a stop, Ayrae blearily looking at him. "What is it?"

Gray looked at his hands in wonder. "I-I feel my magic again." Grinning, he held a hand out to Lucy. "Hey, gimme your hands." Lucy seemed surprised, yet didn't hesitate to reach out. Gray's hand rested on the gel holding her wrists captive, immediately freezing it with his touch, the ice shattering. "Yes! I'm back!" He offered a ball to Ayrae. "These seem to give us our magic back!"

Ayrae's eyes lit as she took the ball, flicking it in her mouth. Suddenly, her body felt invigorated, though her wounds remained. The surge of strength, of simply having power back, was enough to allow her to stand on her own again. Grinning, she looked to Gray. "No more sneaking around."

Happy smiled, looking around the corner where the sounds of the Erzas clashing came from. "She said something about Gajeel and a lacrima... We saw one leaving Extalia. I should go tell him."

Ayrae nodded, rubbing his head. "Go, Happy. I swear, Natsu's gonna be fine."

The blue Exceed nodded. "Save him for me." And with that, he took off, flying through another doorway.

Ayrae looked at the others. "Well? Natsu and Wendy need us." And with that, they were moving again. As they went, Ayrae carefully rewrapped the bandages around her neck, knotting them tightly. _I won't risk that now. I have magic energy, I don't need to tempt fate. Still, her power would be helpful..._ Looking at her wrists and the pockets she'd stashed her bandages in, she knew she couldn't replace them yet. She'd need every inch of power she had.

After a few turns, a massive set of double doors stood at the end of the hall, Lucy announcing, "That must be where they have Natsu!" Gray swiftly kicked down the door, finding the Dragon Slayers slumped against pillars of stone.

"Natsu!"

"Wendy!"

The group split off, Carla and Gray at Wendy's side, Lucy and Ayrae at Natsu's. Gray gently held Wendy, urging, "Are you alright? Come on, say something!"

Carla whimpered, "Wendy..."

Lucy carefully held Natsu, worry flooding her eyes. "Hey, can you hear me?"

Gray gently set Wendy back down. "She's out cold, I can't wake her up!"

"Yeah, so is he."

Ayrae looked between them in concern. "They're alive, at least. We'll get them up."

Carla leaned against Wendy, crying. "Wendy... I'm so sorry, Wendy! Please forgive me!"

Gray had moved to Natsu, taking a... different approach, shaking him violently. "Hey! This is no time to be sleeping on the job! Wake up already, you lazy pyromaniac!"

Lucy chided, "Geez, you don't have to be so rough with him, Gray!"

Ayrae gave a quick backhand to Gray's head. "Hey, he's gone through hell, ya idiot! Stop that!"

The blow didn't hurt in the slightest, but it got the ice mage's attention. He admitted, "Alright, maybe I was a little harsh. Come on, I still have some of these red ball things. Maybe a bit of magic will help them wake up."

He shoved a ball into Natsu's mouth, the Dragon Slayer immediately rolling onto his side, coughing. Lucy cried, "Natsu!"

Gray looked to the little girl. "Let's get one to Wendy now." As he gave Wendy a pill, Natsu groaned, sitting up. Ayrae turned her head away, allowing only for her hair to be seen from Natsu perspective.

Lucy asked, "Are you feeling better? You scared me."

Suddenly, Natsu's fist slammed into the ground, bursting into flame. Rage was all the emotion in his eyes as he growled, "Yeah. But we've got to hurry and stop them."

Lucy frowned, crouching next to him. "Stop who?"

Natsu suddenly threw his head up, roaring a forge-worth of flame into the air before taking off running out the doors. Lucy yelled, "Natsu!"

Gray demanded, "Come back here!" Yet it was too late, as he was already gone.

At the same time, Wendy slowly coughed, bringing their attention back to the girl. Carla inquired, "Wendy?"

"What's wrong?"

"Are you okay?"

"Give her a second, guys."

Wendy slowly opened her eyes. "Oh hey... Carla..."

Carla, still near tears, begged, "Are you hurt?"

Wendy softly said, "No, I'm fine but..." She sniffed. "The others are in trouble. It's horrible... The Royal Army, they're going to destroy Extalia by crashing that giant lacrima into it!"

Eyes widened as breath was taken from their very lungs in horror.

"All of our friends in Fairy Tail and everyone in Magnolia is in danger because the King is going to use them as a bomb!"

Ayrae stepped forward, kneeling next to Wendy, helping her sit up. Wendy looked in surprise at Ayrae's true appearance, knowing from her clothes and bandages it was her, despite her marred features. "It's alright, Wendy. We'll protect Fairy Tail."

Wendy opened her mouth to reply as her eyes fell on the blue Fairy Tail mark on Ayrae's chest. Eyes bulging, she stammered, "Y-You're a Fairy Tail wizard?!"

Ayrae smiled sadly. "Yeah, kid. I'll explain later, but for now... My name is actually Ayrae. Now, tell us more about this plan."

Wendy took a moment to overcome her shock, nodding slowly. "They- They want to crash the giant lacrima into Extalia by hitting it with Dragon Slayer magic. Then... The magic will fuse together, and magic power will rain down on Edolas... Forever."

Lucy's eyes reflected her horror. "But that means..."

"Our guildmates will be lost forever," Gray finished.

Pounding feet began to echo, resounding toward their chamber. Everyone took an offensive stance as Lucy asked, "Guards?"

Ayrae raised her arms, lacrima now dim from overuse, but her own, fresh magic still strong. "Whatever it is, we'll deal with it."

And a screaming Natsu returned in complete panic. " _Did you see that?!_ THERE ARE TWO ERZAS! As if one wasn't enough, it's terrifying! A showdown between those two monsters, if that's the case, THE WORLD IS DOOMED!"

A slap hit the back of his head. "Calm down, Dragneel!"

Natsu whirled, prepared to turn his panic into fire as he came face to face with yet another face he thought he'd never see again. Yet his panic didn't fade. "Crap, it's Evil Ayrae!"

Ayrae glared at Natsu. "Actually, it's Earthland Ayrae. Edolas Ayrae doesn't have scars like these."

Natsu's raging emotion suddenly seemed to disappear, like a candle in a hurricane. Eyes wide and shaking, he stared at Ayrae for a moment. "No way... You died..." He slowly reached out... and poked her in the forehead.

Ayrae sighed, closing her eyes as Natsu yelped, "You're not a ghost! You're real!"

Ayrae smirked, still slightly annoyed. "Yeah, Natsu, I'm real. I've been Guildless for the past month, but it's me."

Natsu's eyes bulged as he clutched his head. "What's happening?! Two Erzas, two Ayraes even though one was dead!" He suddenly say Gray. "And now weird Gray is here!"

Gray sighed. "I'm Earthland Gray, you dumbass."

Natsu looked around, completely bewildered. "Wait... If you're not a ghost... Am I?! Did I die?!"

Another cuff to the head from Ayrae. "No, Natsu! I simply never died! In fact, I don't know _why_ you all seem to think I was dead, but we can talk about that later! For now, I'm alive and I'm here to help my guild."

Natsu seemed to calm down again, the overwhelming stress on his brain fading as he saw the guild mark on her chest. "It really is you." He suddenly hugged her, eyes closed. "Don't you ever fucking disappear like that again, alright? And you're going to tell us what the hell happened that day, too."

Ayrae blinked, then nodded slowly, worry in her gaze. "Yeah, Natsu. I know. I'm glad you're happy to see me." She pulled away. "But for now, we need to save the rest of the guild. Apparently, Erza and Gajeel are here too, but we need to free everyone else."

Wendy blinked. "Wait... You're the real Gray? Why didn't you say so?"

Gray deadpanned, head hanging. "Y-You didn't know? It's just because it's dark down here, right?"

Natsu looked around. "Wait, did you guys just come down here and save us a minute ago? Thanks! Oh, you're okay, Lucy!"

Lucy glared at the pinkette. "Apparently, all Dragon Slayers are oblivious to more than just returning guildmates."

Wendy rapidly apologized, "I'm so sorry Gray, I didn't mean to forget!" She turned to Carla. "I didn't forget you, Carla."

She hugged her small friend as Natsu snorted. "You're shirtless in front of the kid, Gray. Not cool."

Gray looked down. "Wait, I am? When did this happen?"

Ayrae cut in, "About twelve hours ago, now let's get to fixing our little giant lacrima problem."

Running into the hallway, Natsu stopped just out the door. "No! We can't go that way! That's where the two monsters are fighting!"

Lucy insisted, "We can't just leave Erza to fend for herself!"

Gray rebuked, "Do you want to get in the middle of that?"

Lucy nodded slowly. "You make a good point."

"Oh, I think it would be interesting to watch. Unfortunately," At the end of the hall, White Shadow had returned, seemingly recovered from the terror that had gripped her before. "I've been assigned to killing all of you."

Lucy and Wendy backed away nervously as Natsu and Gray shifted into fighting stances, Ayrae staying still.

Shadow glared at her doppelganger, growling, "I don't know what devil magic you worked before, but I guarantee it won't work again. I'm prepared for any little tricks now."

Gray hissed, "You're not coming anywhere near her!"

Ayrae sharply said, "Gray, stop." She looked to Shadow. "I won't need magic of that regard this time around."

The ice mage faltered, staring at her. "Rae, you-"

"Can take this now." Stepping forward, she slammed her fists together, smiling at the rush of energy she felt. "I may not be at full strength again, but I can take on this knockoff. You guys go, I can handle this on my own."

Shadow smirked. "I was hoping you'd say that. I'd hate for our faceoff to be interrupted."

Lucy worried, "But you're still hurt!"

Ayrae smiled back at her friends. "Don't worry, I'm stronger than I look."

Shadow smirked cruelly. "You'd better be, or you won't give me much entertainment before I kill your precious friends."

Ayrae's smile didn't waver. Her confidence was back in spades and she was well aware. "Go on, guys. This will be over before you're down the hall."

Most of them didn't take much convincing, though Gray hesitated. He called, "Kick her ass, Rae. Then come right back to us."

Ayrae nodded. "I always will." And with that, Gray raced after the others, Ayrae glaring at Shadow with a grin. "Now, I think I owe you a few broken bones for your insults to my guild."


	25. Ayrae vs White Shadow

**Hey guys! Thank you so much for the feedback, it helped a lot with the development of the chapter! I wasn't as happy with this, but after about a week of just constant revision, I came to the point where I had to simply call it good enough. I'm sorry if this isn't as long or as high quality as I usually give you all, but I promise, next chapter will make up for this one's lacking.**

Standing now alone together in the hallway, Ayrae's hair whipped out behind her as her magic began to expand, White Shadow across from her, drawing her knives and spinning them threateningly.

Shadow taunted, "Well come on, I don't need any delays in killing all of you Earthlanders. I've been pulled away from hunting Fairy Tail for the second time for this."

Ayrae growled, "Then I won't disappoint. Arc of Night!" She took half a second to relish in the amazing feeling of her power returning, sliding her fists into having her palms together as if in prayer, pointed at Shadow. "Pitch Black Cannon!"

The wide column of black energy tore through the air, Shadow diving to the edge of the hall to dodge the blast, running straight for Ayrae, throwing a dagger. Ayrae quickly sidestepped, casting, "Dark Claws!" Raising her hands defensively, holding a knife in each hand, deflecting the dagger away, not noticing that the knife she deflected it with was slowly dissolving.

Slashing outward at Shadow, Ayrae yelled as the dagger she'd held completely dissolved, Shadow's knife cutting the back of her hand. Her hand began to dissolve into flaking black specks, yet Ayrae backed away, hand over the wound. She growled, "So, you use knives and darkness. Maybe we're not so different."

Shadow's face stretched into an almost psychotic grin as she drew a new knife. "Ha! Me, like you? You're weak and feel concern for others. Though soon enough, you'll be a corpse!" Shadow dove forward again, slashing a knife through Ayrae's chest- but the blade dissolved as it passed through the girl.

Ayrae smiled, watching as her hand and chest repaired themselves, turning from flecks of darkness back into herself. "Well, one difference I've noticed- you can't turn into shadows."

Shadow's eyes widened, scowling as she backed away. "How?! How is Earthland magic like this?!" Despite the seeming panic in her eyes, her hand calmly and slowly reached behind her back, her fingers closing around the handle of a sword hilt, no blade to be seen.

Ayrae stepped forward, her body turning fully back to a solid state. "It's not because I'm from Earthland. My power is my determination."

Shadow suddenly stabbed at Ayrae with her second knife again, Ayrae not bothering to block, allowing the knife to dissolve her arm. Looking at Shadow with a slightly annoyed look, she asked, "And that was supposed to accomplish what?"

Yet Shadow grinned, eyes wide and mad. "It shows just how careless you are in your arrogance." Her right hand, gripping the empty hilt, lashed outward, a blade slowly extending, about the length of a short sword as it swung for Ayrae.

The blade left a deep cut across her upper arm where she had been reforming from shadows, destroying the particles that made up a portion of her arm. Had it extended to full length quickly enough, it would've cut her in half. Ayrae stepped away quickly, clutching her now bleeding arm. Confusion in her eyes, she looked at her wound and the sword with confusion. "How? How can you hurt me?!"

Shadow's grin only grew, holding up the gleaming silver sword, the tip red with blood. "Oh, this is a little toy I picked up while raiding the royal armory. Truly, Faust was foolish in allowing me to go down there alone. He might as well have _told me_ to steal his magical weapons. But this little beauty has the ability to destroy anything it touches, regardless of what form it takes. So even if you turn to darkness again," Shadow stepped forward, chuckling. "You'll still be at my mercy!"

Shadow lunged, Ayrae forming a knife in her hand to block the attack, but the sword cut through this as well, her dark knife shattering into slivers of black energy, quickly dissipating. Ayrae yelled, "Arc of Night: Concentrated Blackout!"

A thin beam of shadows flooded from her hands, yet Shadow sliced through the attack, the energy disappearing. "You lose, _Ayrae!"_

Ayrae managed to slow the next swing of the sword by creating a shield, the blade cutting through the shadows easily.

Shadow slashed again, Ayrae desperately diving away as the Edolas girl yelled with passionate rage, "I'll always win! I always have!"

Ayrae ducked the next swing as Shadow roared, "I defeated the strongest captain the Royal Army ever had!" Another slash, tearing through the wall beside her as she overswung. "That Gildarts bastard never stood a chance against my skills as an assassin! That dumbass can never walk again!"

Ayrae glared at her, suddenly standing her ground long enough to form shadow knives, throwing them at Shadow. "You're nothing but a coward with a few tricks!"

Shadow quickly cut through the knives, grinning in such a way, Ayrae suddenly knew that this version of her was completely unhinged. "Oh? Well what does that make you?!" She raced forward, slashing in a wide arc as Ayrae turned to shadow, disappearing and reforming behind Shadow.

Ayrae retorted, "Someone willing to fight for her friends! Shadow Whip!" Lashing her hand outward in an arc, a string of black lashing out and wrapping around Shadow's arms, pinning her arms to her sides.

Shadow carefully held her sword, not wanting to touch herself. "Then you're as much of a fool as the rest of the Fairy Tail brats!" Her wrist flicked, the sword twitching and cutting the whip instantly. "Those dumbasses, especially Laxus." Smirking, she proudly lifted her sword. "Nothing could compare to the feeling of watching someone dissolve, piece by piece in front of you. I can't wait to do the same to your friends."

Ayrae's eyes opened, her eyes resting on the sword as the realization clicked fully in her mind.

This girl had killed Edolas Laxus, the Fairy Tail's guildmaster in this world.

Ayrae remembered him from her short time with the guild. She'd seen the aloof boy often, though he spoke little to her that wasn't scathing. But he had been Fairy Tail, like Gildarts was. Ayrae felt her magic swell with her anger, her fists tightening. Her voice low, she growled, "You shouldn't have threatened my friends."

Her fists clashed together, her mind racing for a plan, arriving on her best option. Palms together with fingers folded inward, she announced, "Blackness Rain!"

Streaks of shadow rained down on Shadow, the assassin attempting to slash through the small projectiles, but there were too many to block, several cutting across her body, slowing her and causing her to back away, scowling. "You'll pay in blood for this!"

Ayrae's glare became even more intense. "I'm afraid I'll have to make it an IOU. Arc of Night!" Shadow began charging at her doppelganger, sword ready, yelling a battle cry. "Shade's Rebellion!"

The shadows of both girls rose from the ground, becoming fully formed as the blade descended on Ayrae's head... Ayrae dissolved into darkness, having been her shadow. Shadow's eyes widened in surprise and confusion as Ayrae appeared behind her again, using her advantage to kick Shadow in the back, knocking her to her feet. Slamming her foot down on Shadow's hand that gripped her sword, the Edolas girl yelled in pain as her fingers groaned under the force.

Ayrae leaned over, quickly swiping up the sword and holding its point to Shadow's neck. "I told you. This wasn't going to take long."

Shadow looked up at Ayrae with absolute horror and fear, sitting up slowly and attempting to crawl away. Ayrae however, held the sword closer, Shadow immediately freezing for fear of death. Shadow spat with loathing, "Well? Do it, if you have the guts."

Ayrae responded coolly, "I'm not a murderer."

Shadow laughed again. "Oh, other me. You don't seem to get it." She looked up at Ayrae with a sly, devilish grin. "We're different, but we're very much the same." She rapidly pushed to her feet, Ayrae swinging at her- the blade hitting Shadow's gauntlets. Wrists crossed, the blade caught between them in an X, the two pushed against each other. Shadow giggled madly, taunting, "I knew that these would come in handy! Oh, I'm sooo glad I raided the royal armory! Apparently, these are immune to other magics."

Ayrae growled, "We're nothing alike. I'm not a coward, like you!"

Shadow scoffed. "Oh please. I can see it in your eyes!" Shoving her arms forward, she managed to force Ayrae to step back, drawing another knife and slashing at Ayrae's exposed chest, Ayrae managing to guard with the sword, but she hadn't handled a weapon like this. Her knives were all the weapons she'd ever used. Shadow backed away, casting the worthless knife hilt away, grinning. "You've been running your whole life. You're terrified of what could happen if you stay still, of if you grow close to someone and you are hurt!"

"Shut up and fight me!" Ayrae scowled, charging Shadow again, slashing wildly, no precision to her blows, Shadow easily blocking one after another with her blood red gauntlets, grinning. She was gaining an advantage.

The Edolas girl taunted, "You're afraid of what you've seen, but that's not the fear that drives you! No, what pushes you to run and run and _run_ from everything in your life is _fear of yourself!"_

Ayrae's hands shook for a moment, her anger expanding further. She couldn't waste time holding onto the sword just to keep it out of Shadow's hands. Throwing it up, she created a knife and slashed through the hilt, making it impossible to hold anything but the blade. Ayrae hissed, "You're a liar."

Shadow cackled. "Usually, but now... Oh, it's hilarious to see you! We're the same, girlie. The only difference is that I decided to embrace my power, my ambition. You still insist that you're a _good person,_ that you want to help others. I embrace that I- _we-_ are a horrible person." Her grin turned wild and dark. "That's what gives me strength."

Ayrae narrowed her eyes. "My strength is my friends, something obviously beyond your comprehension!"

"Then my victory is assured!"

The two charged yet again, Shadow pulling two small balls from her belt in one hand, a new knife in the other. Ayrae turned to shadow as her knife slashed, forming back to attack as Shadow threw the two balls. Ayrae reforming just as they touched her side, the balls exploded, sending her flying through the stone wall, their hallway having been on the same level as the plaza she now tumbled across. Most of the soldiers had run in panic, those remaining rushing toward the Earthlander.

Shadow stepped through the hole in the wall calmly, grinning at the other girl. "Looks like I'm claiming the win."

Ayrae, panting and teeth grit, hissed, "Not... Yet..." Pushing to her feet, she swayed for a moment before hitting her fists together. "Arc of Night: Night's Embrace!" She slammed one fist down on the cobblestones, a fifty foot dome of pure darkness rising with her in its center. Inside, it was complete darkness, blinding anyone inside. The soldiers balked from the outside, backing away from the massive sphere of shadows. Shadow, however, dove in without hesitation, no resistance in entering.

Her first mistake.

Ayrae, still able to see, quietly beginning her attack. "Concentrated Blackout." The thin beam of shadows was completely invisible in the dome, Shadow unable to dodge what she couldn't predict. The blast hit her squarely in the chest, knocking her to the ground, yelling in pain.

Ayrae ordered angrily, _"Give up!_ You can't beat me!"

Shadow's groans of pain started morphing into gasping giggling. "Y-You can't beat me... I'm invincible!"

Ayrae stood over her, looking at her with new understanding. "You're completely insane."

Shadow's laughter increased, echoing across the now nearly empty plaza. "Insane? No no no! I'm..." She cackled. "I guess I am insane!"

Ayrae growled, "You're nothing but a mad animal, pretending to be a person." She allowed the dome to fall apart, the spell fading. Ayrae stood over Shadow, the spell she had prepared now gone. "I won't kill you- maybe there's still some human left in you."

Shadow's smile turned to a confused frown. "And why would you allow an enemy to live?"

Ayrae turned away, simply saying, "Because no one truly deserves to die. Something like that is permanent."

Shadow slowly sat up, clutching at her chest, staring after Ayrae in wonder for a moment before reaching into her belt, pulling out her final knife, throwing the knife at Ayrae's back.

The Earthlander whirled, expecting something like this, quickly raising a shield. The knife deflecting and hitting Shadow's hand, dissolving it.

Shadow yelping in horror of her hand as a blast sprung from Ayrae's palm, destroying the discarded hilt, eliminating the chance of repairing the wound. She shortly said, "But you can live with the consequences of your mistake to test my generosity."

Shadow, holding her stump of a wrist, glared at Ayrae as the other girl walked off, roaring at the top of her lungs, _"Curse you and your world, Earthlander!"_

Ayrae paid her no heed. She had defended her friends... now, she had to find them again, protect them.

After all, she had two more days of working for the guild.


	26. Farewell, Edolas

**Eyyy! So I'm really happy with this chapter (it's the culmination of three episodes, so yeah, very proud) and the development, though I can't really give you all the good information until next week. The fight scenes might seem rushed, but I really just couldn't bring myself to write out every single one at length. Still, I feel good about it and hopefully, you all do too! Please, favorite/follow if you like it and want me to continue, and reviewing really helps me give what you all want this story to be!**

 **Yeah, I published this at around 1 AM my time, I wanted to get this out the minute you all deserved the update! After all, it is Saturday now.**

 **Gryffindor: Thank you so much for the review! The last line of last chapter... well, you'll understand next Saturday (sorry, not sorry). Thank you for your support!**

 **Dragonlady: Calm down, not all enemies must die. Sometimes... you find better uses.**

Ayrae limped across the plaza, soldiers running in terror as she made for the nearest doorway, hoping it would lead to her friends. However, just before walking inside, a massive chain with the likeness of a dragon's head on the end emerged from the top of the palace, red light flooding around it. While Ayrae stared in horror, she hit her fists together. "Shadow Form!" Wings appearing, she flew toward the dragon's head tip as the city began to spin, the tip aiming for the island around the giant lacrima.

Flying upward, she muttered to herself desperately, "Come on, come on!"

Yet just as she reached halfway up into the air, the chain lashed out, its dragon head design biting at the air until it drove itself into the bottom of the lacrima island. Ayrae yelled, "No no no no no no!" Reaching the island, she hit her fists together, starting, "Shadow-"

The chain began to drive itself deeper into the island, starting to pull it toward Extalia.

"Long Sword!" Her hands raising upward, a massive sword, thrice her own size, though in the open daylight, it was nearly transparent. With a yell, Ayrae sliced downward, the sword swinging slowly until gravity pulled it down with full force on the chain- the sword immediately shattering into nothing as it hit the chain.

Ayrae's eyes shook, watching the apparently magic-immune chain, hands shaking. "No... I can't fail... I can't fail them..." Looking up to the lacrima, she flew upward, hoping there would be something she could do. Instead of an answer, she found a terrified Happy, a scraped and bruised Gajeel, and a massive Exceed, all staring at the moving island as it slowly began to pick up speed. Ayrae yelled, "Gajeel, how do we stop it?! I can't break the chain!"

Gajeel looked over, blinking. It was easy for him to identify that this was Guildless, her scent and magic tipping him off, but he couldn't deny the scars put him off for a moment. "Er, we have to keep the lacrima from hitting the other island!"

Ayrae gave a sharp nod. "Then get to pushing, metal mouth!" Flying over the the area between the two islands, she took a deep breath. _I won't have any energy left if I do this, but if I can keep these from colliding, it'll be worth it._ Her heart pounded with terror- the only other time she'd used this spell, she'd almost died from exhaustion.

Taking a deep breath, she softly spoke the incantation. "Powers above, lend me strength to blacken the night over my foes." Hitting her fists together, the circle that appeared around her was three times her size, spiraling in the sky with a more elaborate seal in the center. Ayrae's hair whipped through the air as her power surged, roaring, "Arc of Night, Advanced Arts: God of Darkness!" Her arms lashed outward, straight outward, her body like a cross.

From the magic circle, a mass of pure darkness rising in an unrecognizable glob of black. Gathering with Ayrae in the center, it began to shift, churning into a human-like shape- a massive humanoid of shadow, giant wings akin to Ayrae's stretching as long as the island, the form itself around fifty feet.

Inside her spell, Ayrae could already feel the massive drain in her power, already a fourth down and still falling. _The spell couldn't last longer than ten minutes even if I was at full power... I'll have to make this count._

Ayrae lifted her hands, the form slowly mimicking her movements. Ayrae could feel as if she were the form itself, the palms of her now massive hands now pressing against the island. Ayrae beat her massive wings, keeping herself in the air as she attempted to push the island away from Extalia.

It wasn't long before she had company.

Flying upward on a Legion, Gray, Natsu, Erza, Lucy, and Coco could only stare in awe and slight fear of the giant which now towered over them. Gray grinned. "Ayrae beat us to the punch!"

Erza's eyes lit in hope for a moment before she remembered: the people of Edolas were similar to their Earthlanders. Seeing the Gajeels earlier had split her mind in two, and with how much Gray blamed himself for Ayrae's death, it didn't surprise her that he was seemingly caught up in thinking she was back to life. Choking back her emotions, she gave a gentle reminder, "This is Edolas, Gray. Ayrae is still gone to us."

Gray turned to Erza with a grin. "No, Erza. This is the real deal. _Our_ Rae."

Erza looked away, back to the giant in the sky. She mentally chided herself, _Ayrae is gone. He's simply trying to bridge the gap in his life. Just go with it._

Natsu grinned. "Come on, let's get up there and help!"

Despite Ayrae's efforts, the island was still moving, slowly moving toward Extalia, the chain's force pushing against Ayrae's spell. Seeing the Legion approaching, she yelled, "Hurry, I'm not sure how long I can keep this up!" Turning, the islands were close enough now for her to put one hand on each island, attempting to hold them apart.

The Legion slammed its head into the island, the wizards immediately moving to the head of the creature to assist in holding the island, just under one of Ayrae's massive arms.

From above, Happy swirled downward, yelling, "Natsu! I'm sorry... I-I didn't mean..."

Natsu grinned. "Gimme a hand, buddy. Would ya?"

Happy paused for a minute before smiling. "Aye, sir!" Flying to Natsu's side, he pressed against the island.

Ayrae, sweat forming on her forehead, smiled down at her friends. _I've never met a Fairy Tail wizard capable of giving up._

Yet the island was growing closer, Ayrae's senses dulling, her vision blurring for a minute. With no choice but to preserve what little power she had left, her giant form faded away, turning transparent before disappearing completely. Now hovering in the air, the chain cannon was suddenly making much more headway without her resistance. Quickly joining the others attempting to shove the lacrima back, she found herself beside Gray, grinning at him out the corner of her eye. Breathlessly, she greeted, "I told you Shadow wouldn't... be a challenge."

Gray gave back a weary grin, sweat dripping from his usually cold body. "I knew you could do it. Now, let's save the guild!"

Ayrae gave a sharp nod and a joking, "Aye, sir."

Yet despite their efforts, despite the fact that their arms were numb from pushing, senses dulled from pure focus, the island was moving even faster now, and soon, they were all nearly crushed between the stone, the island an arms length from Extalia. Most adjusted their stance, no longer standing on the Legion but standing horizontally, legs pressed against Extalia while the shoved at the island.

Ayrae had long since felt her body go numb and her mind stop processing. All her power and every ounce of strength in her body was against the lacrima's island. No thoughts could run through her mind with her focus on her task.

The edge of Extalia was beginning to crack from the force of the island, the power of its momentum beginning to shatter the Exceeds home.

Yet she could see the many wings fluttering by, the paws pushing on the island, hundreds of small cats with glowing wings coming to join the Fairy Tail wizards.

And suddenly, the pressure was gone. Ayrae managed to lash out and grab Gray as the had no more to stand on, managing to keep them in the air. Gasping, they smiled wearily at the lacrima, now floating a safe distance from Extalia. Gray, arm wrapped around Ayrae's waist, turned to her. "We did it."

Ayrae reminded, "Doesn't Fairy Tail always come through?"

Suddenly, the lacrima began to glow, completely overtaken with light that threatened to destroy Ayrae's wings with radiance. The light too bright to look at, most looked away- and when it died, the lacrima was gone, the island and chain dissolving into light.

Gray stared. "It disappeared... Does that mean..."

Lucy, held by an Exceed, fretted, "What happened to all our friends? A-Are they...?"

"Don't worry. They're alright." Turning to the sound of a new voice, they all looked up to see Mystogan, standing on a white Legion.

Erza exclaimed, "Mystogan!"

Pulling his scarf down, he smiled. "Sorry for the delay. Finding an adequate anima vestige to restore everyone took longer than I thought. Without your efforts, I never would've made it in time. You have my gratitude."

Happy asked from where he held Natsu, "Everybody's back to normal?!"

Mystogan nodded. "Yes. By passing through the anima again, the lacrima will return to its usual form in Earthland."

The Exceeds began to celebrate, the Earthlanders high-fiving and laughing while Ayrae smiled at Gray. "Looks like we managed to pull through with a record low amount of explosions."

Gray shrugged. "We'll probably make up for it before we leave. Natsu looks like he's still fired up."

Yet their victory was short lived as Gajeel's new friend, the Exceed Panther Lily, was shot through the stomach by a massive beam of pink energy.

Gajeel roared, "No, not my cat!"

The Exceed began to fall from the sky as Mystogan yelled, "Lily!"

Looking to the source of the attack, eyes rested on a herd of Legions approaching, the very front carrying Captain Knightwalker, her spear still steaming from her attack. "We're not done here! Destroy every last one of them!"

Ayrae tried to take a fighting stance, but with one arm wrapped under Gray's arms to hold him in the air, there wasn't much she could do.

Natsu growled, "That's the Edolas Erza."

Happy whimpered, "The one called Knightwalker."

Gajeel hissed, "Heartless broad! You're gonna pay for hurting my cat!"

Knighwalker ignored them, eyes trained on Earthland Erza. "Scarlet!"

Erza lifted her arms for a fight, her Exceed struggling to hold her up in her heavy armor as Mystogan put in arm toward her in restraint. "Let me handle this." Looking to Knightwalker, he raised his voice. "I've had enough of your insolence, Captain Knightwalker. How dare you point your sword at me, the Royal Prince of Edolas?"

Laughter echoed against metal below. "You, the Royal Prince of Edolas? Don't make me laugh! You don't deserve the title because I never thought of you as a son!"

Coco whispered, "That's the King's voice..."

Lucy looked around rapidly, "Yeah, but where the hell is he?"

The King continued, "You have some nerve, you can't run off for seven years then waltz back in as if nothing happened! Do you think you can fool me? I know you've been in Earthland, sealing the animas. You're a traitor, and so you shall be punished as one!"

Mystogan pleaded, "Your anima plan has failed, please surrender peacefully. You've no reason to fight anymore!"

The King scoffed. "Ridiculous. Who says I need a reason to fight?"

The ground began to glow in a broken coliseum below them, the King's voice continuing, "This is not a simple fight, no this is retribution! The extermination of all those who would oppose their king!"

From the ground, a giant ball of metal had risen, chains pinning it to the ground.

Lucy wondered, "What is that thing?"

Ayrae speculated, "Most likely a weapon, of some sorts."

The King resumed, "Since you and your annoying friends persist in standing in my way, I have no choice but to obliterate each and every one of you! Regardless of who you are!" The ball rose from the ground, softly starting to glow.

Mystogan's voice was becoming desperate. "Father, please!"

"I'm not your father! I am the King of Edolas! If I dispose of you here and now, I won't have to worry about you closing the animas! I'll be free to create an new giant lacrima, and fuse it with the Exceeds! Limitless magic energy will be mine! Try as you might, there is no stopping me!"

The ball had unfolded, metal sliding outward and extending to for a dragon-like creature, humanoid in stance but bulky and metal with its tail curled dangerously, like a sleeping snake.

"My power is absolute!"

The Exceeds whispered as Mystogan marveled, "The Dorma Anim, from our old language. Dragon Knight. It's enhanced dragon armor."

Natsu stared. "A dragon?"

Ayrae yelled over, "Hey, the hell are you staring for?"

Natsu blinked, looking at Ayrae. "What?"

Ayrae smirked. "Well, you're a Dragon Slayer, aren't you? Show this King why it should be feared by all worlds!"

Natsu grinned. "Now we're talking, I'm all fired up!"

Wendy brightened. "I can help too!"

Gajeel butted in, "No way are you gonna show me up, Salamander!"

The Dorma Anim opened its mouth to reveal what seemingly was a cannon. "As your King, I order you to capture all the Exceeds, at once!"

A resounding, "Yes, sir!" echoed as their Legions swarmed toward the cluster of wizards and Exceeds.

Suddenly, it was mass panic. With Mystogan's order to fly for their lives, Exceeds scattered in every direction, yells of terror resounding as beams of blue light streaked toward the Exceeds, turning them to lacrima with a single touch. The Dragon Slayers were flying for the Dorma Anim, the remaining Fairy Tail wizards regrouping on their Legion's back.

Ayrae insisted, "We have to protect the Exceeds, they're completely helpless!"

Gray nodded. "Come on, let's follow them!"

The Legion turned at Coco's asking, flying after the largest clump of Exceeds as the King's raging voice returned. "I will obliterate anyone who gets in my way! I won't let a single human escape my wrath!" A massive blast of white energy flooded from the Dorma Anim's cannon, Mystogan blocking as best he could. He reflected the attack, but it didn't damage the Dorma Anim whatsoever, it attacking again, this time directly hitting Mystogan's Legion, the wizard flying through the air.

Their Legion desperately dodging the Dorma Anim, they had no ability to fight. Yet as the Dragon Slayer's began to attack, the Dorma Anim was too distracted to focus on the Earthlanders above.

Ayrae turned to Coco. "Hurry, the Dorma Anim isn't shooting us anymore, we can go help the Exceeds."

The young girl blinked, nodding slowly. "Oh, yeah! Come on, Legie!"

The Legion started forward as another Legion approached from ahead, Knightwalker standing proudly on its head. "I've been waiting for you, _Scarlet."_

Erza demanded, "What do you want from me?"

Ayrae glared and softly said, "Isn't it obvious? A rematch."

Yet as they had been speaking, the rest of the Legions under Knightwalker's command had approached, encircling their own.

"It's a trap!"

"They've got us ambushed!"

"Let's get out of here, Legie!" The Legion lifting up into the air, heavy gold blasts began to fire upward on them, their beast valiantly attempting to dodge. Yet despite its efforts, one of the bolts hit, a direct blast right to its chest, knocking them all off and freefalling.

Ayrae immediately reformed her wings, feeling the newly fallen nighttime giving her a slight advantage, quickly grabbing for the closest person, who happened to be Erza.

Happy and Carla quickly grabbed hold of Lucy, Coco, and Gray, the Exceeds lowering them to the ground as Erza gave a prompt, "Thank you."

Ayrae smiled. "Least I can do for an old friend."

Erza's eyes widened again, looking up at the girl who's arms were wrapped around her chest. Eyes shaking, heart seeming to stop, she whispered, "It's really you."

Ayrae smiled. "Yeah, Red. I'm really here."

Erza's smile returned, ten times brighter. "I'm sorry to have to say goodbye again so soon, but I have a fight to finish."

Ayrae nodded. "One I know you'll win." Looking at Knighwalker, she began to spin, whirling like a cyclone in the air. "And I'm going to give you a flying start!" Despite the weight of Erza's armor, Ayrae managed to gain enough momentum while spinning to fling Erza toward her doppelganger with a final. "Kick her sorry ass, Scarlet!"

In midair, Erza whipped out her sword, immediately slamming it into Knighwalker's spear as Ayrae glided down in a spiral to land beside Gray and Lucy. Wings fading, she touched down just in time to see Lucy kneeling, squishing Happy's face angrily while he whined about her weight.

Gray looked to Ayrae. "Know where Erza is? We crashed before I could see."

Ayrae assured, "I dropped her off to finish her fight with Knightwalker, and before you protest, I'll point out she can handle herself. _Literally._ We have our own problems to deal with."

As if on cue, several golden blasts hit near them, Ayrae immediately announcing, "Shade's Shield!" in a protective effort, but even the boost night gave her magic couldn't fix how she'd depleted her magic with the Advanced Arts spell. The dome that formed around them was much more transparent than it should've been, more grey than black.

Ayrae sustained the spell as best she could, the soldiers attacks having no effect on her shield- at the moment. She growled, "Hurry and get ready for a fight, I don't have the magic to keep this up for much longer."

Lucy nodded sharply, standing and drawing out a key as Gray assumed his stance. "We're ready for 'em, no matter how many crawl out of the woodwork!"

Ayrae allowed the shield to fall, two new blasts joining the fray- the Magical Cannons to turn Exceeds to lacrima, and they were aiming only for Happy and Carla, the Exceeds dodging in terror.

Ayrae yelled, "They're aiming for Happy and Carla!"

Gray's hands began to glow with his spell's beginning. "Not for much longer. Ice Make Wall!" A thick barricade of ice appeared, separating soldiers from Earthlanders. "Hurry it up, guys!"

Ayrae warned, "I've only got about four spells left before I'm down to my bare fists, so I'm waiting to make them count!" Looking to Happy and Carla, she ordered, "Over here! Not a damn thing is touching you two!"

Happy eagerly took Carla by the hand, pulling her over to Ayrae, the two standing at her feet. Happy smiled up at her. "I missed you, Rae."

Ayrae smiled down in return. "You too, furball."

Lucy grinned. "Well, I can step up! Open, Gate of the Lion, Loki!"

The handsome, suited spirit burst into existence yet again, smoothly asking, "You miss me, Lucy?" The soldiers had blasted their way through the ice, just in time for Loki to rush forward and knock them all out with a swift Regulus Impact.

Coco doing her best by kicking and weakly punching her way through the soldiers, her agility making it difficult for them to catch the sly girl.

Yet a line of soldiers spread out, Magic Bullets shooting from their spears like fire. Before a bullet could hit Happy or Carla, Ayrae quickly hit her fists together, hitting her palms together as if praying. "Blackness Rain!" A hail of shadows quickly countered the bullets, even taking out a few soldiers, Ayrae starting to feel her head spinning. Yet she only warned, "Stay closer to the rocks, cats. Less angles for them to attack from."

The battle was starting to go downhill. Despite all the ice Gray could fling, how many men Loki could hit, the soldiers had overwhelming numbers.

Ayrae took a deep breath, stepping forward. She called, "Gray, watch my back! I'm pulling my trump card!"

Gray's eyes widened as he remembered- shadows rebelling and attacking their owners, Ayrae unable to move. "Got it!" Backing up, he quickly found himself back to back with Ayrae. "Isn't this a hard spell?"

Ayrae nodded. "Yeah, and I'm about to use every last ounce of magic I have left just to use it, but it might just be worth it. Arc of Night!" Fists together yet again, her left arm pointing forward and right arm supporting her left. "Shade's Rebellion!"

The soldiers' shadows began to peel themselves from the ground, taking a three-dimensional form, holding spears akin to the soldiers, only black in color, just as the shadows were. Some thirty rose from the ground, immediately shooting down their owners, rushing about in a horror-inspiring wave of darkness as Ayrae's body went stiff, unable to move while the spell was in action.

Soldiers screamed in terror, some running and some fighting valiantly, but the shadows were unaffected by any attack they had. But then, trees began to rattle and shake as the Legions of the soldiers now walked forward, standing behind the ranks, stomping downward on the shadows, disabling them for a few seconds. Yet of this, the worst trouble was the way Ayrae's vision blurred and her body went numb, her magic completely drained. The spell fell apart, shadows fading into the night as Ayrae fell to her knees, gasping for air and shaking violently.

Gray's eyes widened. "Rae!" Swiping his arm at a swarm of soldiers, he growled, "Ice Make Arrows!" His freezing arrows colliding with them, he knelt beside Ayrae, arm around her shoulders. "Stay still, I've got you."

Ayrae insisted, "I-I'm... f-fine..." Attempting to push back to her feet, she would've fallen completely had Gray not been holding her up.

He shook his head. "No, you're not! You saved my ass how many times today, now it's my turn to save yours! Just stay low and let me help."

Ayrae hesitated, then nodded slightly. "G-Go."

Gray promised, "We're gonna be fine. After this, we're going back to the guild hall, and you're going to tell me every damn thing I've missed!"

Ayrae smiled weakly as she leaned against the few rocks giving them shelter. "L-Looking forward to it... Now go."

Gray nodded, standing just in time to blast ice at a few incoming soldiers. Ice flew, Lucy's glowing whip tore the air, yet they were outmatched. A Legion quickly knocked both Loki and Gray away, Lucy taking several direct shots from the magic bullets. Spears were aimed at every one of them, Gray and Lucy on their backs, Ayrae pinned against the rocks, one arm protectively around them, glaring at the speartips in her face.

A soldier growled, "Release the Exceeds or we will remove them to become lacrima!"

Ayrae hissed, "Over my dead body!" _Well, if desperate times call for desperate measures, I'm the textbook example._ Her hand crept toward her neck, about to yank the bandages from her neck- as a tree sapling suddenly sprouted from the ground. Roots expanding, thick as trees, they lashed out and grabbed the Legion's by the necks like collars as the sapling grew rapidly, growing into the Edolas Fairy Tail guild hall.

A massive crowd of angry wizards swarmed forward, screaming and jeering as they charged into the newly reborn fray. The Lucys discussing, the Earthlanders quickly rejoined the battle, Ayrae pushing to her feet, leaning against the rocks and grabbing a fallen spear. Looking at it curiously, she placed her hand on the shaft, a magic bullet flying out and hitting a soldier.

Ayrae grinned. "I'm still in it."

It could've been seconds, minutes, hours, even days that they fought. Ice, whips, swords, bullets, magic flew everywhere as the Fairy Tail wizards fought side by side, whether from Earthland or Edolas.

No one really put much thought into the fight until a resounding crash stole their attention. The floating islands, falling toward earth as if only now discovering gravity. The Edolas wizards muttered nervously as they fought, the battle skidding to a complete stop as golden light began to flow from the ground and even the weapons in the hands of the people.

Edolas Gray, Gray Surge, fretted over a battle axe, "Oh no, my weapon! What's happening?!"

Gray chided, "Whoa, just calm down, man."

Coco calmly stared at the sky with tears in her eyes. "I guess... This is the end."

Ayrae looked to the sky, frowning. _It... it looks almost like the anima that pulled us here._ Realization struck, eyes turning to the castle. _Someone's removing the magic from Edolas. They're ending this conflict by destroying its source._

Panic continued to flood through the Edolas Fairy Tail, their members panicking as the soldiers ran in terror, yet Ayrae only sat away from the people who looked so much those she'd known years ago. After Natsu Dragion began to cry yet again, she turned to them. "Why are you panicking?"

Edolas Lucy turned with a glare. "You know why! Our magic is disappearing!"

Ayrae simply asked, "So? You act like its the end of the world. Magic isn't all that matters in your life. It only means that anything and everything you do from now on is completely done by your own two hands. Sure, the future can scare us, because we don't know what's coming." She looked up to the anima with a smile. "But we adjust, we adapt, and we thrive. Nothing can beat you if you know your own capabilities."

Edolas Lucy hesitated, staring at the scarred girl, recognizing her clothing, knowing it was "Guildless" from before. The gears turned in her head, her ideas processing as she figured out how to handle her situation. She suddenly whirled, storming over to where her guild had collected. "Listen, this looks bad, but we gotta stay cool. Let's go to the Royal City and see what's up for ourselves!"

Dragion nervously asked, "What do you mean by that? Say what?"

"It's our future. Let's look it straight in the eye," She glanced to Ayrae with a smile. "And adapt." Turning and running toward the city, the guild quickly followed the spunky blonde, leaving the Earthlanders alone.

Regrouping by the rocks, Ayrae looked to the sky. "Now, all that's left is to wait until our chance to return to Earthland."

Gray asked, "How do you know we'll get a chance?"

"Because, look up." Nodding to the anima, she smiled. "That's what brought our friends here. I have a feeling its how we'll get back."

It wasn't a minute before they were glowing gold, their bodies giving off a bright glow. Ayrae immediately felt nauseous from the light. _Oh no... Ugh, light doesn't mix with Darkness Magic..._

They began to slowly rise into the air, Ayrae nervously reaching out and grabbing Gray's hand. Floating upward in the streams of gold, they looked down on the Royal City, Gray calling out to his panicking other half. "Try not to worry about it, guys! It takes more than just magic to make a guild, trust me." Fist to his chest, bowing his head, Ayrae lost her breath at seeing the gesture she'd taught him so long ago. "Friendship is the heart of a guild."

Ayrae smiled at Gray, eyes misting. "Don't we know it..."

Gray returned the smile, and they passed through the anima, back to Earthland.


	27. Her Final Goodbye

**Hey guys, this is the chapter you have been waiting for! All the answers you wanted (that I can currently give) are right here! Please, favorite/follow for the longest chapter yet, and please, review to let me know what you think! I will admit, the beginning is mostly just the Exceed wrap-up, so after the first few lines, Ayrae isn't really involved until *grits teeth* Lisanna... comes back (don't get me wrong, I don't hate her- I just despise her).**

 **I also have to mention that somehow, the first chapter was deleted- luckily, I had it saved on my computer, and simply merged it with the second chapter until I can completely fix the error.**

Emerging from the anima, the Fairy Tail wizards fell from the sky in a massive pile of flailing limbs on a hilltop by the trees, overlooking the city. Ayrae, near the center of the pile, attempted to shove a foot from her face. "Ugh, Natsu! You're sandals smell as bad as you do."

The Dragon Slayer peeled himself from the stack, snarking back, "Hey, for the record, my nose is better than yours, and I smell fine!" He looked around for a moment as everyone untangled themselves, standing as he announced, "We're back! Everything's back to normal!" Pointing excitedly at Magnolia, stretched out below them, a bell tolling as if nothing had happened.

Lucy giddily cried, "It's Magnolia!"

Happy exclaimed, "We did it!"

Ayrae smiled. "Yeah, cat. I sense their shadows, everyone's back." Shoulder nearly brushing against Gray's the two stood close, almost protectively of one another, Gray seeming worried she'd collapse.

Erza turned to Ayrae, eyes wide. "So... It- It really is you?"

Aryae nodded. "The one and only Ayrae."

Erza protested, "But how? Gray found your body, we buried you!"

The mood seemed to drop at this, Gray's eyes losing focus at the sheer memory of the sight. Ayrae's smile quickly had disappeared, letting out a confused breath. "To be honest, I don't understand that either. To my knowledge, I've never died."

Erza suddenly stepped forward, wrapping her arms around Ayrae and pulling her into a hug. At first, Ayrae's eyes flickered with surprise, though she quickly embraced the gesture, her own hands resting on Erza's back. Erza softly spoke, "We'll figure it out. For now..." Her grip tightened. "I'm just glad to have you back."

"Thank you, Erza."

The two pulled away, Gray immediately stepping back up to her side, hand slipping into hers. Ayrae's fingers intertwined with his, head turned away so he couldn't notice the slight red tint to her cheeks.

Erza turned back to the city, trying to refocus. "We-We should make sure that the people aren't panicking."

"They're just fine!"

Looking up, they somehow hadn't noticed the cloud of Exceeds that had gathered.

"We got here awhile ago, so we went out and checked on them for ya! We decided to fly through town real quick!"

"Your friends and everyone in town are really nice!"

"When we talked to them, they didn't even know they'd been turned into a lacrima!"

"Earthland is totally awesome, guys! It's got tons of magic power!"

Carla demanded, "What are _they_ doing here?! It's not right, the Exceeds don't belong in Earthland! We cannot allow them to stay here! They're far too dangerous. They should return to Edolas."

Most of the Exceeds came to land on the ground, looking solemnly at the ground as Happy attempted to pacify his friend. "Be nice..."

Wendy knelt beside Carla. "Their homeland's gone, so they have no where to go. I think that we should forgive them."

"Never!"

An Exceed rubbed one of his ears. "We're sorry for throwing rocks at you, lady."

"We're really sorry."

"We have no place to go now that Extalia's been destroyed."

"We promise that we'll be nicer to you now."

"Please say you'll forgive us!"

Carla snapped, "This has nothing to do with you kids! It's _her!_ I'm angry because Extalia's queen and her lackeys sent me to Earthland on a mission to kill the Dragon Slayers!"

A loud white cat off to the side roared, "I know! That queen ordered for us to give up all our eggs! How could she be so heartless? Gah!"

A smiling blue feline next to him gently insisted, "Calm down, dear."

Happy smiled and waved. "Hey there, Mister!"

The Exceeds began to mutter amongst themselves, all looking at the queen.

"Yeah, now that I think about it, she never did tell us why."

"Why would she do that?"

One of the Exceeds standing next to the queen promised, "I can assure you she had a most honorable reason to do so."

Another added, "I remember the day clearly, it was six years ago."

A taller priest Exceed agreed, "As you know, Queen Shagot has the ability to glimpse into the future. It is both a gift and a curse. One day... she foresaw that Extalia would fall from the sky. At the time, we believed our homeland would be destroyed by the humans. So we sent away all the Exceed children we possibly could."

The blue Exceed from before gasped. "Y-You mean..."

Happy stared. "Wait a minute, that's a way different story than what we were told. You weren't lyin' to us, were ya?"

"No, young man," an Exceed superior answered. "To prevent panic among the Exceeds, we carried out our plan without their knowledge. The queen then issued a false proclamation to take the eggs, send them to Earthland where they would be safe. We felt horrible for making the queen lie to you, but it had to be done."

"We simply could not go public with the knowledge that Extalia would be destroyed."

"Despite what you've heard, we swear we bear no ill will toward the Dragon Slayers."

Wendy assured, "Don't worry, we know. You just needed something to go along with the story you told them."

Ayrae murmured, "You had to prevent terror from tearing your people apart. It was understandable."

Gray agreed, "We get it."

Shagot sighed. "We made use of the human's anima program to complete our plan. However, something completely unexpected with one of the eggs. We had no idea Carla, that _you_ possessed an incredible power."

"M-Me?"

"It turns out you possess the same prophetic power I do. Unfortunately, you didn't have control over it. It clouded and confused your memory, of the 100 Exceeds that we sent away, only you had the gift. I suspect that you began to see scattered fragments of our kingdom's future. Your gift caused you to mistake that information as your personal mission."

Carla stared at the ground. "I was wrong..."

Happy asked, "Does that mean-"

"Yes. The two of you were never given a mission. It was just your way of making sense of the images in your head. You were sent here with only the hope of protecting the next generation."

Carla asked, "So those were all... prophecies?"

Nadi responded, "We believed you'd be better off if we hid your prophetic powers from you. We believed it would be best to make it seem we were controlling you. We beg your forgiveness."

Nichya admitted, "We thought it the best way to embellish the queen's illustriousness. Now, we deeply regret it."

Shagot rubbed her paw overher her forearm, eyes misting with her guilt. "The show of false bravado I chose to put on for the citizens and humans is what caused you to suffer. No... I didn't just cause your suffering. I brought anguish to all of the family's I took eggs from six years ago. Now you understand, that is why I handed the sword to you. It was my fault alone."

Several Exceeds protested, "It wasn't your fault, your Majesty! No one is responsible!"

"Not when you were only doing what you thought best for the citizens of Extalia!"

"Yeah, we're just as much to blame, we were so full of ourselves."

"But now that we're in Earthland, we can make things right again!"

"Let's go find all the Exceed children that were sent away six years ago!"

The Exceeds took off- all but Queen Shagot and her priests behind her, the white and blue cats who seemed to know Happy off to the side. Her voice nearly cracking, she spoke, "Thank you, everyone."

Carla crossed her arms. "Well okay. In that case, I forgive you."

Tears streaked Shagot's cheeks. "Carla..."

The young Exceed asked, "But tell me, how did I end up possessing the same prophetic power you do?"

Suddenly, Shagot's tears were gone, her eyes awkwardly looking to the side. "I don't know what to say..."

A priest mumbled, "The weather's nice..."

Happy walked up to the white cat. "Can I ask you somethin'?"

"Yeah?"

"Is it just me or do Queen Shagot and Carla look a lot alike? Also, they act the same."

"They do?"

"Aye, sir! They do all the same stuff!"

"Gah! I guess I never noticed!"

The entire time, the two cats were mirroring each others actions.

Natsu had sat down beside Nadi, mimicking his arm shaking, grinning. "I guess everything worked out okay!"

Gray, standing just beside him, one hand still holding Ayrae's, his other jolting up and down, laughed. "You totally caught his weird arm waving."

Ayrae's eyebrow quirked at her friend. "Really? Cause it seems like you have too."

While Nichya harassed a quickly annoyed Erza, Shagot bid her farewells to Carla and Wendy, Happy having a tearful goodbye to the two Exceeds he seemed to have bonded with.

Waving goodbye to the Exceeds, Natsu grinned with arm still pumping. "Alright! What'dyou say we head back to the guild?"

All standing in a circle, Lucy, Gray, Natsu, Erza, and Ayrae all looked around, seeing that they'd all started pumping their fists, all but Ayrae.

Lucy inquired, "Okay, but what are we gonna tell everyone?"

Gray simply said, "Nothin'. Since they got no clue that anything happened, why bother telling them?"

Erza frowned. "It's a good point, but I think we should tell them about Mystogan, don't you?"

Ayrae agreed, "They have a right to know, anyway. Hey, uh... What do we do about this?" She nodded to their pumping arms.

Gray smirked. "I don't see any problem with it."

"... Are you sure you can stop? You all randomly started doing it."

Gray chuckled. "Look who's talking."

Ayrae blinked, looking at her free hand, jolting up and down. "... Oh."

Gajeel growled, "Well we got a different problem! Where in the hell is my kitty cat?! Don't tell me those flying felines took Lily with 'em!"

Ayrae blinked. "You mean that gigantic Exceed you were fighting? Let me guess, you _adopted_ him?"

Gajeel affirmed, "You're damn right, now _where's Panther Lily?!"_

"Are you blind? I'm right here."

Turning, the group found... a regular-sized Exceed, markings and color matching to Lily, but barely knee high now, holding a rope that trailed into the bushes.

"So tiny!"

Happy complimented, "You look really cute that size, though."

Lily gruffly admitted, "It seems that my previous form wasn't well suited to Earthland."

Carla snorted. "Obviously. And you're not upset by that?"

"Well, normally it would. But right now, I wish to join the guild that took care of my prince." He pointed to the Iron Dragon Slayer. "You promised me. You said you'd get me in, Gajeel! Can you?"

Erza gave a nod, and Gajeel smirked for half a second before lunging forward, wrapping his arms around Lily in a bear hug while tears flooded from his eyes. "Consider it done, buddy! Welcome to Fairy Tail!"

Lucy observed, "He's crying?!"

As Gajeel set Lily down, the Exceed said, "On an unrelated note, I happened to come across a suspicious person."

Gajeel praised, "What an over achiever! You're definitely my cat, alright!"

Lily tugged on the rope, urging, "Come here."

"Hold on, it's not what you think! Please, let me explain!" A white-haired girl splashed into a puddle, out of the bushes. "Ow... That hurt. I'm not suspicious, I'm a member of Fairy Tail too!"

Everyone stared at the white-haired girl, Ayrae murmuring with wide eyes. "It's the day to come back from the dead apparently."

Carla suggested, "Maybe it's the Edolas Lisanna?"

"How'd she end up here?"

"What should we do?!"

Lisanna stared up into Natsu's eyes for a moment before tackling him in a hug, yelling his name. Hugging Happy, she smiled at Erza and Gray. "It's been so long since I've seen everyone, I'm so happy!" Looking to Ayrae, she grinned. "And... You're the Earthland Ayrae! I'm so happy you're alive!"

Ayrae softly said, "Y-You're from Earthland. Edolas Fairy Tail hated my doppelganger, anyone from Edolas would have a similar first reaction." It wasn't a question.

Gray stammered, "W-Wait, o-our Lisanna?"

Lisanna nodded. "Yes! I'm finally back!"

Erza insisted, "No! She can't be our Lisanna! She died! Ayrae came back somehow, exact scars and knowledge from her time at our guild, but our Lisanna died two years ago, and she couldn't possibly have been resuscitated."

Lisanna went on to explain how she'd been pulled into the anima, but Ayrae no longer was listening. _She's back. I'm back. The guild is going to go entirely crazy..._ Glancing around, she felt the horrible urge to run, to slip away while they were focused on Lisanna. _I need to protect them... If they all know that I'm back, I'll never get away again. But... I owe them an explanation. I can give them that much._

She was snapped from her daze as Erza requiped to cut Lisanna's ropes, quickly hugging her. "I'm sorry... I missed you."

Lucy grinned. "Wait, Elfman and Mira are at the church."

Lisanna brightened, breaking away from Erza. "Then I have to go see them!"

Natsu nodded, grinning. "We'll meet you at the guild."

Lisanna took off toward town, Ayrae staring after her. _I have to face them now._

* * *

It didn't take long to reach the gates of the guild, though Ayrae gained many strange looks for her scars. Soon, they were inside the gates of the guild, Ayrae pausing at the door. Gray put a hand on her shoulder, softly encouraging, "Come on. I know you can do this."

Ayrae nodded. "Just... I'm not ready to live like this again."

"Then I can help you adjust. _We_ can help."

Ayrae smiled slightly. "I'm willing to try." And with hands intertwined, they entered the guild hall.

At first not everyone was looking to the front, once a mug shattered on the ground, everyone turned. Wide eyes, gasps of shock, muttering under their breaths... No one could seem to tear their eyes away from the scarred young girl who stood next to Gray.

They didn't need to see her face to know it was Ayrae. Just the way she stood so proudly at Gray's side was all they needed to identify her.

Macao, who had dropped his drink when he'd seen her, asked, "Is-Is it really you?"

Ayrae nodded a bit, hand holding her forearm nervously. "I told you I'd come back."

It wasn't half a second before every member of the guild was out of their seats and in a massive cluster around Ayrae. Gray still stood beside her, as always, holding onto her as if she were his lifeline while questions swirled, tears falling as Ayrae accepted the massive hug that included almost the entire guild.

Yet as Lisanna walked in the door with Elfman towering over her, everyone's minds seemed to fall apart from pure shock. Those who tried to hug her found themselves quickly knocked back by a protective Elfman, the rest staying closer to the much less aggressive Ayrae.

Too many questions to be answered flooding their ears, yet it was quieted as Makarov approached. "Lisanna... Ayrae." The two girls turned, the guild splitting to allow them to step forward.

Lisanna smiled. "Master."

Ayrae, however, couldn't meet his eyes, looking away with arms behind her back.

The Master shook his head. "I was so worried. I consider those who have been raised by this guild my own children. Every parent worries about their children. And every parent has faith in their children. You can fill me in on all the details another time, and Ayrae... You can explain your situation later. For now, we celebrate the return of two treasured members of our guild!"

A cheer rose from the guild, Lisanna tackling Makarov in a hug, Ayrae only smiling kindly at the ground.

Makarov continued as Lisanna released him, "And I'm glad you finally took off the mask, Rae."

Suddenly, Ayrae had her head low and cheeks red as the entire guild, save a few who had been to Edolas, yelled in unison and realization, "YOU WERE GUILDLESS?!"

Ayrae smiled sheepishly. "Yeah... Sorry about that."

Makarov grabbed a mug from a young purple-haired girl, chiding, "No more questions for now, children. For now, drink and be merry!" A cheer rose.

Ayrae borrowed a dress from Mirajane, her Edolas clothes having been extremely torn and dirty, now in a plain black dress with a white sash, filling out the dress well. The alcohol ran heavy, everyone completely immersed in the presence of their old friends.

Ayrae avoided drinking, knowing her own lack of tolerance, though the guild drank enough to make up for her lacking. The only constant through the night was Gray always being next to Ayrae. There wasn't a moment where you could see the two of them apart, whether they were in a pile of flailing limbs while fighting with Natsu or sipping at her drink on a tabletop.

Halfway through the night, Gildarts grinned as he walked over to Ayrae. Patting her shoulder, he greeted, "It's been a long time, kid. Hate to admit it, but I never actually knew that you were gone, kid."

Ayrae's cheeks went red. "Ah, it's okay. We only ever met once. You'd been about to take on a Decade Quest."

Gildarts shrugged. "I've taken plenty of those." His eyes brightened for a moment. "Hey, did you met my doppelganger in Edolas? Natsu was talking some bullshit about me being a frog."

Suddenly, Ayrae nearly slipped off the edge of the tabletop in embarrassment. Rubbing the back of her head, eyes closed and nose crinkled, she admitted, "No, you uh... Were a captain in the army."

Gildarts frowned. "I feel like there's a but coming."

Ayrae opened her eyes, looking nervously at Gildarts. "Apparently... My doppelganger paralyzed you."

Gildarts choked on air as Gray blinked at his friend. "You're doppelganger was kind of crazy."

Ayrae agreed, "Extremely, actually. I think she lost all sanity after she betrayed her own Fairy Tail."

Gildarts stared at the ground, pouting. "I got beaten by a kid."

Ayrae added, "If it helps, my look alike was a cheating bitch. She probably stabbed you in your sleep."

Gildarts simply repeated, "I got beaten... by a kid." He groaned, facepalming. "Damn it, don't let Natsu ever hear about this."

Of course, the Dragon Slayer chose this moment to walk up behind them. "Don't tell me what?"

Gray grinned. "Gildarts was-" Suddenly, Gray was blasted into the far wall, Ayrae staring wide-eyed at him.

Gildarts looked pointedly at Ayrae. "Anything you wanna say, kid?"

In a small voice, she denied, "Not a thing. I'll got see if I can get Gray back on his feet within the next few hours." It wasn't long before Gray shook off the attack, getting back into the party.

It wasn't until after midnight when the guild completely passed out, falling down and out. Most were scattered across the ground and tabletops, Gray and Ayrae tucked under the bar, Ayrae's head on her shoulder, Gray's arm around her waist.

It wasn't until nearly noon that everyone finally woke up, Gray before Ayrae. She had easily partied through the night, her magic giving her energy, but she was completely out with the sun in the sky. Pulling away slowly, he managed not to wake the girl as he stood, stretching and looking around. Most of the guild had woken up, Natsu still passed out and the Strausses still laying in a pile together, no one daring to disturb them. Slowly, they pieced the guild hall back together, shifting everything back into its rightful place.

It was easily one of their more extreme parties, considering part of the floor and roof were missing, in addition to several sections of wall and there no longer was a staircase. No one dared to question how Gajeel had ended up sobbing in the fetal position while hugging Lily in the corner, or why Levy was hanging by her feet from the second floor railing by her bra strap. They even overlooked that Max was currently stuck in the floorboards from the neck down, taking around half an hour to pull him out.

However, they managed to patch it up well enough.

Once the Strausses woke, they went home to their shared apartment, but Ayrae was still out. It was almost evening before she yawned into consciousness again. Rubbing her head, she muttered, "Damn, I drink three... whatever Mira gave me and I'm out..."

Sitting up, she looked up to see Gray was sitting on a chair next to her. "Hey, finally. You've been out half the day."

She groaned, "Apparently, sleeping off Edolas and a hangover." Looking around, most of the guild was present, a few giving not-so-subtle glances to her. _They want answers... And I can't blame them. Still, I'm not sure they're ready to hear something like this._

Yet it didn't seem she had a choice. Erza, armor clinking, approached with a solemn face. Reaching out, she offered her metal clad hand. Ayrae took it without hesitation, Erza helping her to her feet, softly urging, "It's time you explained."

Gray protested, "Erza, she just-"

"No, Gray." Ayrae, hair shrouding her face and hiding her expression, spoke with a nearly dead voice. Looking up, her black eyes were sad and yet determined. "You deserve to know. I made a promise." Sitting down, she pulled her legs up underneath herself, crossed on the seat as she attempted to joke, "Gather around, kids. I've got a hell of a story for you."

Sure enough, most of the guild circled closer, Lucy taking a seat right beside Ayrae, Gray on her other side.

Ayrae took a deep breath, preparing herself for the unwanted memories to resurface. "Okay... For this to make sense, I have to explain how this started at all."

And it began.

"As you all know, the Black Wizard Zeref created many demons during his lifetime, but the very first he ever created was one called _Kyja_." No matter how many times she said it, every time, she couldn't control the cold feeling that swept her body, always starting from the base of her neck. "Kyja, the Queen of Mortals. She was a parasite like you couldn't imagine, capable of controlling the body of any human, jumping between them just for the power."

And there were the memories, pouring into her mind, flashing into existence when she wished them dead. _The woman she'd considered a mother, laying dead on the ground from Kyja's possession, the flag of Demon's Shadow waving over an arena._

"There was a group at the time, a cult following dedicated to Zeref. They believed that he was a god, and his demon's lower gods below him. However, when Zeref went missing, they needed someone to worship." She laughed bitterly. "And so, Kyja was decided to be their new high god. They foretold that she would rid the world of mankind- all but those who served her. So, the guild Demon's Shadow formed."

Lucy's eyes widened. "The guild you were a part of." She hesitated. "Unless that was a lie..."

Ayrae shook her head. "I wish it were a lie. No, I used to be in that guild." Rubbing her forearm, her hand always avoided touching the lacrima she still hadn't covered on her wrist. "The wizards of Demon's Shadow were tasked with finding ways to make Kyja's hosts stronger, and finding her the next host. She often stays in one body she finds comfortable, or especially likes their power, but they don't last forever. Hosts of Kyja had extended lifetimes, only aging one year for every two years she possesses them... But she demands full usage from every host."

Her hands turned white, gripping her knees. "Demon's Shadow began a long tradition of seeking out young children, prodigies. Toddlers and infants who were the children of extremely powerful wizards or already showing signs of magical proficiency. Ten would be taken so that Kyja could have her choice of their bodies, like picking a pig for slaughter." Bowing her head, her voice turned rather small. "I was one of them."

No one had been prepared for this. Muttering rippled through the crowd as Gray's hand snaked over to Ayrae's arm, gently resting on her hand. Despite the chilling cold of his hand, she couldn't help but feel comforted by his touch. He didn't need to say anything. She knew what he would say.

"I never knew my birth parents- I was raised by a Demon's Shadow mage named Briar." _The woman from her first memory, beautiful brown curls of hair and the kindest face she'd ever seen. Gentle hands and a lullaby, a rainbow colored rose tucked above her ear._ "She raised all ten of us- tried to give us some semblance of a normal life. But the minute we could walk, we were put through training, conditioning, everything they could think of to make us stronger for the future. But they had to remove all ties to our old lives. Any of us old enough to remember our names had our memories removed, and we were all given new names. I was called Shade for my affinity for Darkness Magic."

 _A massive library, containing books only on magic, mainly forbidden and Lost Magics._

 _The day that she walked in to browse the racks, finding a large tome bound in black leather and with glowing silver letters._

Ayrae continued, "The guildmaster, Diviner, oversaw our upbringing, our training... Everything. He even entered his own children. We were all constantly forced to fight, but it never got too intense. The only friends I really had were an older boy named Scribe and a young girl called Gale Force. Not until our Trial. The Trial was to determine the strongest of us, where we had to kill each other until only three of us were alive. Whoever displayed the greatest power would be Kyja's next host, if she approved, and the other two would become official members of Demon's Shadow."

 _The gates to the arena creaking open, nine other doors doing the same. She could hear crying from the other side, Diviner's voice above them. "Only three shall leave, only one shall receive the glory. The other seven will face their punishment."_

Ayrae seemed to collapse in on herself, shoulders slumping inward, head bowing, her hands at her head and holding handfuls of her hair. Her voice cracking, she denied, "If I'd known what my spells could do, what my magic was like... I never would've done it..."

 _"Let all within my power's sight be silenced by the night's embrace. Allow nothing to escape my wrathful gaze. Advanced Arts: Night's Silence!" Her young heart pounding has her hands flung to the side, the world suddenly engulfed in a darkness even she couldn't see through. Everything was quiet- maddeningly so. When it finally rose up, only three other people still stood._

 _All others lay dead on the ground._

Tears streaked her cheeks, her heart seemingly attempting to burst. She whispered, "I tried to protect Gale Force. I tried to keep her safe... And then I killed her."

No one spoke. No one could tear their eyes from Ayrae. Ayrae, the little girl who had been too shy to speak to the adults her first day. Ayrae, who hadn't used her magic at the guild once when she was young... had killed.

Shaking her head, Ayrae felt the claws of guilt tearing at her heart again, trying to tear her apart. "The book never said what the spell was supposed to do. I didn't know it would hurt her! It was my first time using it!"

 _Bright eyes looking up at Diviner. "Sir, why do you want me to learn this spell? There are so many in the book..."_

 _A chillingly calm voice spoke in honeyed words. "It's a spell that protects what you care for, Shade. Though I suggest you don't use it until the Trial..."_

 _"As you wish, sir."_

Cold hands on her shoulders tore her from her memories, finding herself being held close by Gray. Arms wrapped around her, Gray held her in a loose hug with eyes closed.

The rest of the guild seemed to disappear as Gray softly said, "Stop. Blaming yourself won't help."

Their eyes meeting, Ayrae could recognize something in his gaze- something she saw in her own eyes in every mirror.

Guilt. The guilt of another person's blood on their hands.

Ayrae gave a slight nod as Lucy gently said, "It wasn't your fault. If you didn't know what the spell would do, you couldn't have predicted it. You were just trying to protect your friend."

Erza nodded, putting a gentle hand on Ayrae's shoulder. "We all have done things we regret. We'll always have our sins. But you had the best of intentions."

Ayrae closed her eyes. _Sometimes, the best intentions have the worst consequences._ Lifting her head, she pushed the tears from her eyes, taking a shaky breath. "I... I have to finish. I didn't dig up this hateful shit to stop."

Gray partially released her, but he still stood next to her, one arm around her shoulder still.

Ayrae continued, "Two of Diviner's kids, Doppelganger and Hunter, had survived, along with myself and Scribe." Staring at the ground, she couldn't stop the flood of horror in her chest. "It wasn't over, since four of us were alive, but I refused to let anyone else fight. I almost died using an Advanced Arts spell to stop them. But... it didn't matter."

 _Hunter falling forward, eyes empty, Diviner behind him._

"Hunter was the weakest of us- Diviner killed his own son. I was called the 'winner,' and I was supposed to go into a few years of special training, preparing me to be Kyja's host."

Lucy smiled. "And then you escaped."

Ayrae shook her head. "No." The blonde's smile immediately fell as Ayrae sighed. "Something interrupted. The previous host of Kyja died, and I wasn't going to get a few more years to live. It was barely a month after the Trial I was put through the ritual to become Kyja's host."

 _Hands chained behind her, she screamed and begged to be released, crying for mercy. "Diviner, I don't want to do this! Please, let me go!" Yet no help would come from her master._

Natsu's eyes widened. "Wait, you mean..."

Ayrae slowly stood, unwrapping the bandages from her neck. Lifting her braid, the back of her neck bore a black guild stamp. A mirror pair of black, bat-like wings spreading across her neck, nearly halfway across, a few burn and scar marks around the wings, overlapping but barely lighting the ink. At the joint of the wings, another lacrima, the size of a small button, pulsed black and red.

"Fairy Tail, meet Kyja, the Queen of Mortals."

Lucy slipped right off her seat, getting back up without even seeming to notice she'd fallen. "Th-That's Kyja?"

Ayrae nodded, dropping her hair as she wrapped her bandages again. "Yes. Another responsibility of Demon's Shadow is to find new ways to empower Kyja's hosts. Lacrima are the common fix for this. Two lacrima in each arm for housing her power, one in the neck to safely hold her consciousness. It limits the damage her power does to her own host body, along with increasing her power. It also converts the users energy efficiently into Curses."

Gray's eyes were trained on the back of her neck. "Curses?"

"Essentially, it's the magic that is used by demons, but anything that would nullify magic can't nullify a Curse. _That's_ why I could use magic in Edolas. I was tapping into Kyja's power, her Curses. My lacrima were simply what converted my magic. I couldn't use too much of her power though. Anytime I dig too deep into Kyja's power, she tries to take control of the body we share."

Erza asked, "But how are you already in control? I didn't know it was possible for a human to overpower a demon's mind, though I wouldn't doubt you."

Ayrae shook her head. "No, during the ritual, my friend Scribe shattered the connection. Only a portion of her consciousness is actually present in this lacrima. We escaped together, but his sister Doppelganger gave me these scars to remember her by. From there, I was separated from Scribe and walked until I reached Magnolia."

 _Running from the gates of the guild, Ayrae felt her hand separate from Scribe's._

 _"Go! Go to Fiore, I'll lead them north then meet you in the capital!"_

 _"But-"  
_

 _"Shade," Scribe began, but corrected, "Ayrae. Run before they find you. I'll find you again, I promise."_

Lucy reached out and placed a gentle hand on Ayrae's leg. "I'm so sorry..."

Ayrae shook her head. "You don't have to be. I've made my peace with what happened in the past. I'll admit though, it was nice to be able to finally tell someone about my life. The last few years have been lonely."

Gray's arm suddenly wasn't around her anymore. "Then why did you leave?"

Ayrae looked up to see Gray's eyes- portals to the soul, people would call eyes, and it was never more true. Gray was trying to be understanding, sympathize and empathize with her- but the betrayal was still there. Her promise to come back that she almost didn't fulfill, and only did because Gray recognized her. This was the look of someone who could see something he'd lost and was watching it dangle in front of his eyes. This was knowing he'd lost so much, believing it had been taken when it had walked away. It was anger that she had abandoned the guild, the new family that had taken her in.

This was fear that even if she hadn't died because of his mistake- it was still his fault she hadn't returned. The fear that he had driven her away.

Ayrae immediately insisted, "I didn't leave because of any of you. I-I left because I was putting you at risk. The day I left- the dark wizards attacking Magnolia? They were after me. They want to complete Kyja, and as long as I have this portion of her stuck with me, they can't do that. At this point, they don't care if they get me alive or not, they just need the rest of Kyja's consciousness, her power."

Lifting her arms, she nodded to the lacrima. "I absorbed all of her power, but only a portion of her mind. They'll tear through every person, every city and country until they find me. Dead or alive, they only need Kyja. I had to leave, lead the Shadows away. I just... I didn't know how intensely they would pursue me, but I had to keep them away from all of you." Lowering her arms, she fiddled with the fabric of her borrowed dress. "I tried to come back, but Demon's Shadow wizards were everywhere, waiting. They knew I'd want to come home. I wasn't about to put you all in danger for my simple desire to be comfortable."

It was silent for a few seconds before Natsu asked, "You- You left trying to protect us?"

Ayrae nodded. "I had to keep them away, so I kept running around the continent, leaving trails for them to follow. As I got back in control of my powers, I decided if I had to stay on the run, I might as well do something good. So I took on the name Guildless and started trying to use..." She struggled to find a word for the powers she'd resented throughout her entire life. "What I have. Unfortunately, Doppelganger found out who I was fairly quickly."

Yet Gray's mind was still on her reasoning for leaving. Glaring at the ground, he softly growled, "You didn't think we could protect you."

Ayrae immediately protested, "No! I knew you all were strong, it's just-" The energy seemed to fade from her body as a look of utter hopelessness and fear came onto her features. "Diviner. He has slight prophetic power, but most of his strength stems from his Emotion Magic. He has the ability to inflate anything you're currently feeling." She had to hold her own hands to keep them from visibly shaking. "If you felt the slightest fear, he could strengthen that fear until you're curled in a ball, unable to move from pure terror. I didn't want to put you against that. I had no right to bring such a horrible fate on any of you."

Gray angrily protested, "We would've fought for you! Why did you so stupidly think you needed to take on the world alone?! We would've done anything for you, but you left!"

Erza snapped, "Gray, stop. We were young, she had good reason to believe we wouldn't have been capable of defeating an entire dark guild." As Ayrae's shoulders began to relax in relief, Erza continued with a pointed look, "Though you should've had more faith in us. Still, I can understand trying to protect your guild. After all, it's all of our main priority."

Ayrae nodded. "Yes, I know... I- I was afraid back then. I didn't know how to handle everything that was happening. I'm sorry I left, but I was only trying to do my best for the only friends I had left."

Erza nodded. "And we could ask no more of you. Just, promise us- no more running away to play the solo hero."

Ayrae slowly nodded as Lucy frowned. "Wait, I have a question. In the painting I saw of you, you had white hair, and green eyes."

Ayrae suddenly laughed bitterly. "Yeah, that would be this pleasant magic I happen to use. It was developed by dark wizards, so it's no surprise that they didn't mind the side effects of the magic's... let's say, infection. After so long, the magic starts to sink into the user, bleaching out color into black." Tugging at the collar of her dress, she glanced away from the others eyes, not wanting to see any more disappointment or worry from them. "My clothes started turning black, the more I used my magic. Then my hair, then my eyes- it even got to my Demon's Shadow stamp." Another bitter laugh. "For all I know, my skin will be just as dark in a few years. My Fairy Tail mark is the only thing that hasn't darkened."

Natsu frowned. "That's why ya smell so weird. But why didn't ya just erase your old guild mark from those jerks?"

Ayrae shook her head. "Demon's Shadow marks are permanent. You can't erase them, no matter what you do." She wasn't about to talk about the scars around the scar. She didn't need to delve into that darker point in her time alone.

The observant of them, mostly Erza, Gray, and Makarov, who sat on the bar counter, noticed her aversion to the subject, yet they didn't mention it.

Lucy frowned. "But didn't the others say you died?"

Ayrae blinked. "That... Wasn't me. I don't know why you all thought I died."

Erza gently said, "Gray found your body in Crocus, Rae. We buried you behind Kardia Cathedral."

Ayrae shook her head. "It most likely was a trick by Demon's Shadow, to keep you from interfering. They try not to provoke the light guilds while they don't have Kyja on their side. I don't know how, but they must've managed to fake my death. I'm sorry for the pain I've cause you through this... I- I never meant..." Her voice failed her as she rested her head in her palms.

Makarov finally interluded, "I think that's enough for now. Any other questions are for later. For now, Ayrae has trusted us with a large amount of information." Grinning, he lifted his chin proudly. "I'm glad everything worked out right."

Gajeel frowned. "Wait, you knew the whole time she was Guildless, old man?" Makarov gave a nod. "Then why keep quiet, ya old geezer?"

Makarov gave Ayrae the 'you'd be in trouble right now if you weren't already beating yourself up for this' look. "Because I knew that if I told you who she was, she wouldn't come without being convinced. I knew you all would have to do was remind her of what she had here. We all know how stubborn Ayrae can be."

Natsu smirked. "Almost as bad as me."

Lucy affirmed, "I haven't known you long, but yeah."

Erza agreed, "Quite true."

Ayrae's cheeks turned red as she muttered, "Wow, unanimously? No one disagrees?" When no one answered, she nodded. "Okay, apparently." However, her eyes paused on Gray, how had gone quiet. Black eyes raked over him, trying to find answers, some signs of what he was feeling, yet she couldn't find anything. He was a block of ice, cold and without any cracks.

Makarov looked outside, seeing the sun was setting. "Well, I believe I'll be hitting the hay. Ayrae, you're welcome to stay at the guild hall until you find a more permanent place to stay."

Ayrae smiled. "Thank you, Mak- Gramps." Standing, she rubbed her forearm yet again, though her anxiety was fairly decreased. "Thank you all for listening. It was nice to finally speak about this."

Words of comfort and welcome resounded back to her. "No problem, Rae."

"We missed you!"

"Welcome back for good, Ayrae."

"Don't worry, we'll keep you safe."

Ayrae nodded. "Thanks, you guys." And with one last glance to Gray's indifferent stance, she followed Makarov up the stairs.

* * *

It was later that night, after the sun had set, that the doors to the Fairy Tail guild opened, swinging as a black-clothed figure walked out, racing out into the streets, cloak flowing behind them. Tears in her eyes, Ayrae knew it was time to say goodbye again- this time had to be forever, though. _My month is up. This time... I have to go farther, keep them from finding me._

She even made it all the way to the edge of town before she felt a hand on her wrist. "Just like last time, huh?"

She didn't need to turn to know who it was. Sighing, she dully said, "Gray."

The ice mage still gripped her wrist, cold gaze on her back. "You come back from the dead, you tell us why you left- and you leave again. That's it? Do we mean that little to you?"

Ayrae turned, putting her free hand on his over her wrist. "Gray, no! This is about how _much_ you mean! I'm doing this because I need to keep you safe!"

Gray demanded, "Why do you think we can't stand up against Demon's Shadow?!"

Ayrae felt herself snap all at once, eyes glowing red for a half second, a ripple of darkness flowing from around her as she screamed, "I'm saving you from _me!"_ Gray stared at her, slowly releasing her as Ayrae took a deep breath, regaining her composure and trying to keep calm.

"I- I don't have Kyja as under control as I claim. These bandages... they help, but they can't stop her completely. When I get angry, when I let my guard down... she tries to take control, destroy everything around me! Kyja could kill the entire guild in seconds, and all it would take is a single mistake on my part. I'm too much of a liability to keep around."

Gray stared at her for a moment, voice lowered. "Why didn't you just say this?"

Ayrae hung her head, trying to hide the tears that were building. "I wanted you to remember me better than this. If I had to be a shit stain Fairy Tail's record, I wanted to at least be better than just the weakest willed Fairy Tail member to ever live, one who couldn't even control a fourth of a demon's mind. At least this way, I'm only the asshole runaway who left a small mark on the guild."

Gray shook his head. "I won't let either of those happen. Stay, Ayrae. We can help you through this."

Ayrae desperately shook her head. "I can't be helped, Gray! I'm too broken to be fixed! You can't fix someone like me!" Her eyes began to take on a dark red glow again, Gray taking a small step back with wide eyes. Ayrae stepped forward to match, hissing, "You just have to accept that I'm not going to be around, Fullbuster! Because as much as I wish I could stick around and save your ass every other day, it's beyond my power! It's all Kyja's power now!"

Suddenly, Gray's flicker of fear was gone, his confidence back. Ayrae's hand raised while her eyes turned darker red, hand glowing with black light. Gray slowly reached out, placing a hand on her glowing one, gently pushing it down. The glow of her hand faded slightly as Gray stepped forward again, wrapping her arms around her in a hug. Ayrae, head gently pressed against his bare shoulder, felt her rage fall and the glow disappearing from her eyes.

Gray softly said, "Everything can be repaired, though maybe not fixed all the way. Please, don't leave like this." Taking a deep breath, he admitted, "I won't stop you. But please... reconsider what you're doing. I lost you for so many years... I don't think I can lose you like this again."

Ayrae whispered, "I don't want to do this to you, to any of you... But once I cross into the Northern countries, I'm gone forever. I can never hurt any of you again."

Gray's grip tightened, cheek against the side of her head, taking in everything about her. Her hair, her touch, her scent. He didn't want to forget anything. He reminisced, "You know, when you left... I waited at the guild for months. I sat at the doors, just waiting for you to come home."

Ayrae felt the tears starting to leak from her eyes. "Gray..."

Completely ignoring her, he continued, "You told me you'd come back, and I believed you. Then I gave up on waiting, and went looking. I thought I found you dead in Crocus- but I gave up on waiting. Not this time. We'll always wait for you to come home, Rae. I'll wait until the world falls to pieces." Letting go, he couldn't fight the instinct to plant a gentle kiss on her forehead, in the same fashion as the quick peck on the cheek he'd received the last time. And with his final action, he turned without another word, walking back to Magnolia.

Ayrae stood on the edge of the town, tears now freely streaking her cheeks, despite how she hated the show of weakness. Eyes completely trained on him, she didn't look away- not even as she backed away into the woods, whispering, "I'm sorry... I'm so so sorry for all I've done. I can't let this hurt you. This is the last time I make the mistake of saying goodbye." And pulling the hood of her cloak over her head, Ayrae disappeared into the night yet again.

 **Hey guys, fun chapter, right? Remember, review with any other questions you have and I can answer them in later chapters!**


	28. The Strongest Team Improves

**Hey guys! I'm really sorry about the late update. I finished the chapter, but then re-reading... I didn't like what I'd done. I'd make a bad choice in writing, and I wanted to correct it. In fixing this mistake, I had to rewrite the entire chapter. That basically took thirty hours of constant fighting with myself over the direction, and I'm still not too happy with this chapter, hence why it was so short. This was the only way I could feel good about putting this out was if I stalled to think a bit more. Essentially, my heart wasn't in it, and I admittedly was a little saddened by the lack of response to last chapter, which I was really excited for. Thank you to Dragonlady, Lynn, and nightmare for your support of this chapter. Reviews always give me a boost when working on this story.**

 **This week, I'm going on vacation, and with no internet. Thus, this next week's update unfortunately has to be delayed, but I'll be moving better afterward. The next few chapters are going to be purely original- welcome to the Demon's Shadow arc!**

 **Lynn: Thank you for always giving an in depth review of the chapter! It's great to have your support! All questions will be answered, and I'm so excited you understood the more subtle aspects I was putting down! Thanks again!**

 **"Guest" (Dragonlady) and nightmare: Thank you two for your support of the chapter!**

Morning came, the sun rising over the Fairy Tail guild. At first, a few members filtered in, and though they all felt a bit of worry that Ayrae had disappeared, no one dared to go up to the spare room to check. Sure, she was their friend, but they wouldn't risk walking in on an unprepared mage of her caliber. They'd wait until Natsu, Gray, Erza, or Lucy arrived. At least Ayrae would hesitate to lash out at any of them.

As the strongest team in Fairy Tail filtered in, one by one, Erza, followed by Lucy being harassed by a very excited Natsu and Happy. However, Gray dragged his feet coming in the door. Worry was in his gaze, eyes flicking nervously up to the second floor.

Natsu excitedly waved a flyer through the air as he greeted, "Hey, Gray! Get your ass in gear and go wake up Ayrae! We're going to take her out on her first job back with the guild!"

Gray slowly nodded. "Yeah, alright." Walking up the steps, pausing at the door to the spare room. Hand hovering over the door handle, he murmured, "Come on, Rae..." Turning the knob, he swung the door open, finding a perfectly made bed, devoid of life. Gray stared at the empty room, losing his sense of time.

She had really left. Why had she left? He'd offered so much, trying to get her to stay of her own will. He'd chosen her- so why didn't she choose him? They were friends, basically family. Why did she leave him? He didn't care that she shared a body with Kyja- they all had their demons, literal or not, and they could all have helped her. He didn't know how long he'd been there, standing in the doorway. He could only try and guess why she'd abandoned them again.

Erza, armor rattling gently, came up the stairs, asking, "What's going on? You've been up here almost half an hour. Isn't..." She came to stand behind Gray, eyes wide and pupils dilated. "She... She wouldn't... Not again..."

Gray softly said, "But she did." Hanging his head, he ran his hand through his hair. "She left us all over again."

Erza put a loose arm around her guildmate in comfort, formulating a plan as Natsu pounded up the stairs, Lucy on his heels. "Hey, what's the hold up, guys? Guildless not dressed yet or somethin'?" Yet his grin shattered looking into the room.

At this, Lucy went red, demanding, "Why would you still be looking if she might be naked, you pervert? Wait, are you-" Her voice failed when she saw the empty room. "No way... She wouldn't."

Erza quietly frowned. "She did."

Natsu's head hung, shoulders shaking slightly, Lucy putting a comforting hand on his shoulder. Erza still held Gray in a gentle embrace, holding him up while his grip on the door handle sent small streaks of ice creeping across the door.

Lucy slowly said, "We- We should go after her, find her."

"You're damn _fucking right."_ Natsu looked up, tears slipping down his face, eyes a mixture of anger, fear, grief, confusion, determination- but most of all, the protective instinct of a dragon. "If she's scared, we're gonna find her and this Demon's Shadow and destroy 'em! Nobody in Fairy Tail fights alone!"

Gray muttered, "We had no clue of where she'd go before- you couldn't follow her scent. What makes you think that has changed? She's been evading Demon's Shadow, nosy reporters, and the Magic Council for years now, she can easily hide from us."

Erza assured, "We'll find her. We'll help her defeat her past."

"Um... What's up?"

The group turned to the sound of another voice, finding Ayrae, nervously standing at the top of the stairs. Cloak gone, she stood in her borrowed dress and arms once again wrapped in bandages, a guilty look on her face.

Natsu quickly tackled her in a hug, taking her down. "You're still here!"

Happy flung himself into a hug around her bandaged arm as he sobbed, "We thought you were gone forever!"

Ayrae felt shame rise in her chest- she'd almost left. Every bone and muscle in her body said she had had told her to go, every instinct of self preservation telling her to flee... Yet Gray's words had somehow been louder than this clamor. "No, I just took a walk around town. It's... been awhile since I haven't had my mask on in public." This much was true- she'd simply prowled the city through the night, trying to convince herself not to stay. The few people she'd crossed paths with as daylight had broken had stared at her scars, often skirting away, moving to the other side of the sidewalk and refusing to meet her eyes. The perks of the mask were seeming extremely superior to the staring and muttering that occurred when anyone saw her face.

As Natsu was plucked off of Ayrae by Erza, Gray quickly let go of the frozen solid door handle, his worry quickly falling away to relief. Lucy quickly brushed the tears from her eyes, grinning. "We were worried there for a second!"

Erza helping Ayrae to her feet, the latter's face turned solemn. "Yeah... I know that I betrayed your trust when I left, but I'm done." She looked between all of her friends, eyes pausing on Gray. "I'm tired of running. This is my home, and I'm not leaving for a long time. I've accepted my fate."

Lucy smiled, chiding, "Hey, well don't sound excited! You make it seem like a death sentence!"

Ayrae shook her head. "No, I make it sound like it is. This is home, and I won't leave without a fight."

Erza smiled, wrapping an arm around Ayrae before violently pulling her face-first into her chestplate with a yelp. "And you'll never have to!"

Ayrae muttered, "Yes... but please... release..." Her head was spinning and vision blurry, her words slurred with her impact.

Erza, not realizing her mistake, simply let go as Natsu grinned and immediately grabbed her wrist. "Come on, we've got a job picked out!

Lucy protested, "Before that, Ayrae could use some clothes that actually fit."

Ayrae's cheeks flushed as she looked down. The dress she'd borrowed from Mira was a bit short, Ayrae being taller than the eldest Strauss girl.

Natsu insisted, "We can do that later! Let's gooo!"

Erza lashed out and grabbed a handful of pink hair before the Dragon Slayer could run off. "Not so fast. Our guildmates needs come before small jobs."

Ayrae's cheeks turned even deeper red as Erza released Natsu, only to latch her armored hands onto hers and Lucy's wrists, pulling them forward. "Come, I know the best spots in town."

Natsu sighed. "Fine... See you when you get back."

Lucy snorted. "No way, you're not getting out of this!"

As Lucy quickly grabbed his arm, Ayrae added, "That goes for you too, Fullbuster." Reaching out, Gray took her hand, allowing himself to be towed away by the girls.

* * *

Hours later, they finally escaped Lucy and Erza's fashion parade, Ayrae trying to escape the constant barrage of outfits, Natsu quickly falling asleep in the store while Gray tried not to be caught staring at Ayrae in various outfits. It had taken him nearly half an hour to overcome the blood that had run to his face when she'd worn something akin to Erza's Seduction Armor.

However, Ayrae managed to finally allow them to settle on a simple single-sleeved white shirt, showing off her blue guild mark, the shirt showing a small amount of midriff. A white skirt with a black belt and simple sandals, she insisted she would pay back Lucy and Erza's kindness in paying for her gift.

It was a short day of chasing down a small group of bandits, Ayrae immediately slipping her cut into Erza and Lucy's own pay. It wasn't until on the carriage back to Magnolia that Ayrae finally could find the words to speak to Gray, the two sitting side by side while Erza drove, Natsu passed out on Lucy's lap, who seemed to have accepted it and simply read her book.

Ayrae softly said, "Thank you... for stopping me."

Gray smiled slightly. "Hey, I knew you just needed a reason to stay."

Looking to her friend, she asked, "How did you know I'd stay? You walked away like you knew."

Gray shrugged. "I didn't know. I had faith that you wouldn't want to go again."

Ayrae chuckled softly. "You don't know how hard it was, trying _not_ to go. You know I'd do anything to keep this guild safe."

Gray insisted, "And we're the strongest guild in Fiore, because we look out for each other. We wouldn't let this drag you down, and we wouldn't let it pull you down alone." His hand came to rest on her, her cheeks turning beet red.

Ayrae tried to play it off, thinking back to the hallway. "Well, I'd noticed you'd looked a bit nervous in the hallway."

Suddenly, Gray's face was a matching shade of red, eyes averted. "Not really, I just thought you might've taken a job and left early."

Ayrae smiled a bit. "It's alright to doubt me, Fullbuster. You can't have eternal faith in my sticking around, so a bit of doubt is good."

He gave a small nod, the two sharing a look of smiling eyes before going quiet, hands having turned to now be holding hands, despite the two not daring to look at one another. Lucy, however, had been peeking over the top of her book, stifling giggles within her pages while Erza smiled to herself in the front.

Once they reached Magnolia, most drank to the return of the newly improved Strongest Team, Ayrae started back toward the guild when Lucy asked, "Hey... Why don't you come stay with me? The spare room in the guild is a bit stuffy, but I have a pretty nice apartment to share until you've picked out your own place."

Ayrae smiled. "You know, I think I could take you up on that." Waving to the others, she moved to Lucy's side. "I'll see you all, bright and early tomorrow."

Gray nodded. "'Til then, Rae." Hand to his chest, he did their old gesture for hello.

Ayrae immediately understood: no goodbye between them was more than a gap between hellos. Returning the gesture, she said, "Good night." And walking away with the blonde, she couldn't have seen the wizard nearby, watching with a tattoo of demonic wings across their throat.


	29. Memory Lane

**Hey guys! I wanted to thank you for the support of the story, and the great reception to the last chapter! It was pretty great to see so many new readers enjoying my story! However, I'll need to take another week off- the county fair has begun, and it's hell for me to focus on even just the fair. However, I'm fairly sure you'll love the chapter coming next!**

 **Guest (Dragonlady)- I thought you'd enjoy that little tidbit!  
**

 **Biskets- Thank you for giving my story a chance! Your analysis of Ayrae was great for inspiration, and I'm glad my OC stands out to you! About the childhood connection- I was unsure of how to give them a connection, so I kind of had to push them together, but hopefully their current relationship can make up for the lacking I had when writing their meeting. Thanks again for your awesome input!**

 **Lynn- You never let me down, girlie! You always give me a great review, a good, deep look at characters! Yes, I love it when I get reviewers like you! Thank you for always letting me know what you enjoy, what this chapter gave you. It always helps me set the stage for the next chapter, and you're always very in-tune with the characters! Thanks again for you great response!**

 _Firelight flickered across the curved gray stone of the tunnel, the rock cold under her feet. Sneaking through the halls, she carefully peered around the corners. White-haired and green-eyed, the unmarred young face of Ayrae, who couldn't have been older than five, cautiously peeked around corners, pausing at a wooden door at the end of the hall. Pressing her ear to the door, she slowly opened it when she heard no footsteps, pushing it open, slipping into a wider hallway of dark stone before closing the door with exaggerated worry._

 _She used less caution as she sprinted down this thicker hall, dodging through the twisting halls with expert knowledge of the seemingly endless paths they created, slanting up and down, turning and circling and seemingly wanting to make their inhabitants lost. Finally, the path she was on opened into a clearing- a circular garden with high walls of marble. Bushes of roses, rows of tiger lilies, and a pond of blue lotuses floating in the center. Trees had been cultivated to serve as benches, branches curving into a long bench. She quickly ran to the edge of the pond, slipping and somersaulting for a few seconds. As she tumbled to a halt, she shook it off like it was nothing, crawling forward to the tiled edge of the water._

 _Reaching out, she traced her fingers over the water as she reached for a beautiful blue lotus, a small yellow blossom in the center._

 _"A little late to be out, isn't it Shade?"_

 _The young girl yelped, her grip on the edge of the pool slipping. Her head barely dipped into the water before a slim, strong arm wrapped around her waist, lifting her up to her feet. Long brown curls like a waterfall of liquid earth, a rose tucked over her ear that seemed to flicker between colors, red to blue to yellow to green. Her gentle smile was so kind, it made it hard to believe anyone could speak with anything but admiration, her green eyes sparkling like emeralds, straight from the earth._

 _Softly letting Shade/Ayrae go, she knelt next to her. "Shade, you know Diviner would be upset to know you're out of your room this late."_

 _Shade's cheeks turned red, shifting on her heels. "I know... I just can't sleep. Not since lessons started." Her hand fluttered across her arm, seeming to connect the bruises and cuts on her arms like stars. She looked worriedly to the woman. "You won't tell him I was out, will you, Briar?"_

 _The woman smiled gently, shaking her head. "No, of course not." She walked over to the nearest tree bench, sitting down on the bough. Patting the seat next to her, she invited, "I'll stay up with you."_

 _Shade's eyes lit up as she eagerly sat down with Briar, her caretaker wrapping an arm around her as the young girl leaned against her._

 _They simply sat, enjoying the peace of the garden until Shade frowned at a fixed point in the distance. "Briar?"_

 _She looked down to the girl. "Yes, love?"_

 _Shade quietly asked, "Diviner mentioned a Trial coming up; what is the Trial?"_

 _Briar's eyes flickered between worry, fear, anger, pain, and pity. She carefully answered, "The test you'll go through before taking your place as an official member of Demon's Shadow. It's what you're preparing for."_

 _Shade's slight frown didn't disappear. "What, do we have to fight someone in the guild?"_

 _Briar assured, "No, it's simply a test of your power." She couldn't bring herself to scare the girl. Shade didn't need to know what she'd have to do- not yet._

 _Shade sighed. "And I have to train with those jerks for it?"_

 _Briar chided, "Show a bit of respect for your siblings, love. They're all you have until you become a full member of the guild."_

 _Shade shook her head. "I don't like them most of the time. Doppelganger's horrible, Hunter shot me today, and Titan always calls me names."_

 _Briar asked, "And what about Scribe? He always looks out for you. I saw him help you in practice today." Shade's cheeks turned red as she continued, "And Gale Force always watches you. I think she admires you, love. You're shyness is holding you back."_

 _Shade burrowed her head deeper into the crook of Briar's arm. "Hmm... I can try to be more friendly."_

 _Briar smiled kindly, pulling slightly away enough to admire Shade's round, young face, still devoid of scars. The woman took the color-shifting rose from over her ear, tucking it over the little girl's ear. "That's all I can ask of you, love."_

 _Suddenly, the garden burst into flames, Briar disappearing, Shade jumping to her feet._

 _It all came flooding back, and Ayrae realized it had all simply been a rehash- a memory of what she'd already lived. Sighing, she looked down at her own body- even though memory had faded into a dream, she still looked like a child. It made her feel open, vulnerable- scared._

 _A_ _phantasmic figure formed from the smoke, creating the elemental humanoid she'd dreamed of before. Rotating and swirling rocks made her body, hair wisps of flame, her eyes two rubies while her body alternated radiating light and darkness. Her silken voice gently admired, "It was such a wonderful time, wasn't it? You were so young, innocent..."_

 _Ayrae growled, "Get out of my head, Kyja! You can't beat me incomplete, and Fairy Tail won't let Shadow take me back."_

 _Kyja chuckled, her rock hand pushing a strand of flame from her face. "Oh, they have no choice in the matter... But you do."_

 _Ayrae insisted, "I won't just let you loose!"_

 _Kyja smirked, jewel-eyes glinted. "Oh, that's not what I mean. No dear, you're going to surrender."_

 _Ayrae snorted. "As if. How mental are you to think I would just give up?"_

 _Kyja ignored her. "You'll give yourself up when the time comes, as I'm willing to make a bargain. I'll allow your puny 'friends' to live. I very much intended for you to go through hell, but for the ease of my transition, I'm willing to offer you the greatest deal I've ever dealt." She spread her hands to her side, the fire and garden disappearing, turning into the Fairy Tail guild hall, filled with her guildmates._

 _Ayrae refused to look around. She knew it was just Kyja, messing with her perception. "You can't trick me like this."_

 _"What're you talking about, love?" Where Kyja had stood, Briar looked at Ayrae with worried eyes- a Fairy Tail guild mark on the back of her hand where there had once been the wings of Demon's Shadow. The woman stepped forward, hand gently touching her forehead. "Are you feeling alright? You seem a bit warm."_

 _Ayrae backed up, putting her hands over her ears, closing her eyes. "Stop it, Kyja! This is just an elaborate illusion!"_

 _Briar knelt next to the still young-appearing Ayrae, hugging her close. "Love, calm down! Think, Rae. We escaped Shadow years ago, we're in Fairy Tail now. We're safe, love."_

 _Ayrae pulled away, glaring at her. "You're not real! And you're not even someone I can love anymore!"_

 _"Rae, what's wrong?" Gray was standing behind her, concern in his eyes. "The guys are waiting to go on a mission."_

 _Ayrae closed her eyes again. "No no no... I don't have all of this. I don't need everything I want!"_

 _The guild began to crumble as Kyja's voice echoed. "I try to give you everything, and you turn up your nose? You ridiculous child. I suppose I'll have to remind you what hell feels like."_

 _The last of the dream guild crumbled to pieces, rock and wood falling to bits on the people within as everything dissolved._

Ayrae jolted awake, falling right off of Lucy's couch, a thin layer of cold sweat coating her body. Breathing hard, eyes flitting across the room in panic, it took several minutes for her to regain her composure. Letting out a deep breath, she looked around, seeing it was still dark outside. Standing, she straightened her clothes- the only set she owned- and picked up the blanket she'd borrowed.

She wouldn't even try to go back to sleep. Kyja would only torment her further- it hadn't been the first time she'd had these dreams. At the very beginning, Kyja had done it often when she'd been running from Shadow, even while she'd stayed with Fairy Tail. She wouldn't let this demon fill her head with paranoia. She began to fold the blanket, setting it on the couch as her eyes settled on the doorway to the kitchen. "Hmm..."

* * *

Lucy woke as the light from her window shifted over her eyes, making her scrunch her face and yawn. Sitting up, she rubbed her eyes, blearily looking around the room. Her desk, the empty couch, the table- wait. Empty couch...

Slipping out of bed, she looked around, trying to find any trace of Ayrae as said girl's head poked around the corner of the kitchen. A small smile making her scars curve, she greeted, "Mornin'. Hungry?"

Lucy blinked at her as Ayrae ducked back in. "Um, yeah... What're you doing?"

Ayrae emerged again with a plate of toast, bacon, and eggs, setting it on the table in from of Lucy. "Eh, I woke up, couldn't fall back to sleep, so I figured I'd pay you back a bit. After all, you've helped me out a lot lately."

Lucy sat down, eyeing the food from the corner of her eye. " _I've_ helped _you?_ Rae, you've been my saving grace since day one!"

Ayrae shook her head, taking a seat across from her. "Not quite. Against the Oracion Seis, you stuck your neck out for me when everyone was worried I was a dark wizard, you had my back in Edolas, and I'm currently staying in your house." She spread her hands, gesturing to the apartment. "Plus, I would be in rags if you hadn't helped me out with that too."

Lucy reminded, "And how many times have you pulled my ass out of the fire?"

Ayrae shook her head. "Not enough to be even, now eat your breakfast. We'd better meet up with the others soon."

Lucy nodded, digging into the eggs, taking notice of the slight circles under Ayrae's eyes. She inquired, "So... How long ago did you wake up?"

Ayrae shrugged. "Not long."

Lucy wasn't sure- it was hard to tell when Ayrae was lying, but she seemed rather tired, even if her behavior didn't reflect her appearance. "You sure? I mean, the stress of the last few days must be rough on you."

Ayrae smiled almost exasperatedly, like an adult entertaining a child's silly questions. "Nah, I was expecting something like this. See, my magic makes me stronger at night, makes it more natural to stay awake when the sun's down. Not to mention that I did most of my travelling and fighting at night during my Guildless years, so I got a bit of a nocturnal habit. I'd just sleep during the day and pick fights with dark guilds at night. I've been trying to get used to reversing my usual pattern over the last few weeks, but it's just a bit difficult." It wasn't a lie- all of it was true, but she didn't want to concern them with her dreams. They couldn't do anything about it, so what would they gain from knowing? Even more worry she might go crazy at any second?

Lucy didn't completely buy it, though. Rae looked tired, and she had a history of holding back. This wouldn't be out of character for her. Yet she didn't say anything- she trusted that if it was really that bad, Ayrae would tell her. "Alright, just let me know if you need help... adjusting." She left the offer open to interpretation.

Ayrae nodded agreement with a smile as Lucy dug into her food, the two making straight for the guild, and so began three days of calm, settling in.

The first day, a few fights broke out in the guildhall before they took off for a job near Hargeon getting rid of a pesky sea monster. Nothing of note happened really, except... Natsu blew up the port and Erza sliced the bell tower in two. Still, a definite lack of the usual degree of chaos.

The second, it was a job to clear out a group of troublesome Vulcans from a small village. However, several buildings were on fire in the end, Ayrae even having her first "over did it" situation, having blasted a Vulcan, and accidentally blasted a row of stores into a pile of rubble. She tried to fix it all the best she could, but she didn't have much luck. Despite a scolding from Erza, Gray and Natsu congratulated her on her destruction, to her horror.

The third day was much more calm, the group taking a job at the 8-Island restaurant. It was a day of serving food and cooking, though Ayrae insisted she remain in the back room. Her scars were too startling to be a server, she wouldn't stop reminding.

All three days, she refused to sleep at night.

She'd lay around until Lucy feel asleep, then she'd go outside, sitting on the roof of the apartment, enjoying the night and silence. She was too afraid to sleep. But after the fourth day, it was becoming noticeable. Several people commented on her appearance, and it was becoming difficult to keep working as tired as she was.

That night, she laid her head back, closing her eyes, prepared for the hellscape she knew was coming- the Trial.

 _She once again stood as a child, this time a massive arena, walls of stone twenty feet up around her, making a massive circle- perfect for fighting. Above the ring, several rows of stone benches were filled to the brim with people. Spectators to the Trial. Nine other children, somewhere between the ages of 8 and 12, all stood near the edges of the ring. Closest to Ayrae, a young girl- the youngest in the arena- stood, legs shaking beneath her. Her pixie cut of baby blue hair curved around her face, bangs hanging in her eyes, unable to hide the streaming tears on her face._

 _She knew it was a memory. She knew what she was going through. But she could only watch as it all happened again._

 _She reached out the the younger girl, softly assuring, "It'll be alright. Don't worry, I'll watch out for you, Gale."_

 _In the front row of stands, a man with blood red hair stood, shouting, "Students, the time of the Trial has come! Now, it's time for you to either prove your worth to our Lady Kyja, or **die trying!"**_

 _Gale Force's tears doubled, starting to shake with sobs. "I-I don't want to fight..."_

 _The red-haired man declared, "Fight, in Kyja's name!"_

 _And all hell broke loose._

 _A boy requipped a bow and arrow, loosing a massive barrage at a boy using water magic. A young boy suddenly began to grow to incredible size, almost reaching the roof, as a girl with the Demon's Shadow emblem on her face dove forward at his legs._

 _Yet Ayrae only grabbed Gale's hand and pulled her away, toward the emptiest area of the arena. While they were running, a massive blast of sand shoved them into the wall of the arena, ceasing after a few seconds. A boy with blonde hair stood across from them, hands shaking and tears in his eyes._

 _Ayrae pushed Gale behind her, insisting, "You don't have to do this, Dunestorm! We can all live!"_

 _Dunestorm shook his head. "Diviner says only three walk out and live." He began to charge another attack. "I'm so sorry, but I intend on living!"_

 _The spell. The spell that ruined everything. Ayrae wanted to wake up, to never have to watch this again. Yet she couldn't stop Kyja's attempt to deter her._

 _Ayrae slammed her fists together, put her arms to her chest, and them flung them toward the ground, yelling, "Let all within my power's sight be silenced by the night's embrace. Allow nothing to escape my wrathful gaze. Advanced Arts: Night's Silence!"_

 _And the biggest mistake of her life came to pass._

 _Darkness fell, so thick that even Ayrae couldn't see through, and there was no sound for seemingly eternity, the quiet maddening._

 _Then it receded, and it was nothing but horror._

 _The rune shield protecting the audience was gone, though it had managed to protect the people inside. But Dunestorm lay with empty eyes, Titan had shrunk back to normal size... and Gale. Gale lay with tears still streaking her cheeks, eyes dark and body limp._

 _Too many emotions to speak of took over Ayrae's mind, and she collapsed to her knees, not noticing the tears streaking her cheeks._

 _Yet the peace wouldn't last. The red-haired man yelled, "This is not over, students! One more must die!"  
_

 _Indeed, four people still stood, a brown-haired boy, the girl with a tattoo over her features, the boy with the bow, and Ayrae._

 _But before anyone else could move, Ayrae's fists slammed into the ground, sand spraying everywhere. "NO! No one else fights today!" Her chest burned as her eyes turned red with her tears._

 _The red-haired man blinked for a moment, then smiled slyly. "Very well." He jumped the side of the arena, no rune barrier to stop him anymore, landing. Hunter let out a breath of relief, the brown-haired boy still on alert. The girl with the tattoo frowned, as if upset the fight ended so quickly... But Ayrae could barely function._

 _The red-haired man approached Hunter, putting a hand on his shoulder. "My son... your progress has always been underwhelming."_

 _And before Hunter could say a word, the man had a dagger from his sleeve, slashing forward._

 _Blood and sand. Hunter falling and whispering, "Father..."_

 _Ayrae clutched at her head, fingernails digging into her skull, screaming aloud of absolute fear and horror._

 _Everything froze, Kyja appearing in the center of the arena. "Hmm... The shortest Trial ever held. Pity, you could've showcased your true power."_

 _Ayrae demanded with tears dripping like a waterfall, "Why do you think you can toy with humans like this?! We're not your puppets, and we're not beneath you! They were my friends and you forced me-"_

 _"I forced you?" Kyja almost seemed incredulous. "Dear, you know well I had no sway over you at the time."_

 _Ayrae hung her head, shaking visibly. "I didn't know the spell... I didn't... I didn't know what it would do..."_

 _"All excuses. You made a mistake, dear. They paid the price." Suddenly, Kyja was standing above her, looming over the girl. The two looked like a portrait- a human bowing at the foot of a god. "So... Must we go through this brutality with a new arena?"_

 _She waved her hand, the arena dissolving into the Fairy Tail guild hall, scattered and ruined, bodies across the ground._

 _Ayrae caught a single glimpse before she slammed her eyes closed, but it was too late. No matter how many times she reminded herself the image was fake, the guild hall filled with fallen friends was seared into her mind, there every time she opened or closed her eyes._

 _Kyja agreeably said, "I'll give you a few days to mull it over. While you have determination, staying awake for days on end, it won't be good for either of us." Kyja's face of stone split into a chilling grin, ear to ear, unrestrained by face muscles. "I like my sacrifices in good shape when I receive them."_

 _And everything faded to black, Ayrae seeming to fall into the emptiness for a few seconds-_

"-rae, please wake up!"

Black eyes opening as fast as lightning, heart pounding, Ayrae immediately felt the cold lines down her face, always catching on her scars like rain in ditches- she'd been crying in reality as well as her dream.

Lucy, kneeling next to the couch, looked close to tears as well, brown eyes welled with worry and fear. She demanded, "What happened? You were screaming, and thrashing, and..." She didn't seem to know how to approach this.

After Ayrae took a few deep breaths, she steeled herself. This wouldn't break her. She wouldn't let Kyja have that satisfaction. Still, she was done with the lies. Looking to Lucy, she cleared her face of tears as she explained with the calmest tone she could muster, "Kyja. She tends to... give me a hard time when I'm asleep. It's when she has the upper hand over me, when I'm recovering from the day." She attempted a smile, only managing to look weary. "I'm sorry if I woke you."

Lucy's calf brown eyes didn't lose fire or focus- it seemed she'd learned it from someone. "And you just wake up like it's nothing? If she's hurting you, then-"

"She's not, Lu. Not really." Ayrae tapped her forehead. "It all was already there. She just tries to scare me, use my memories to make me go back to Shadow."

Lucy still wouldn't back down. "Even so... Are you alright?"

Ayrae forced a smile, starting, "I'm fi..." And she remembered. It was time to end the lies. She dropped the smile, sighing and hanging her head. "No, not really." A moment of silence passed before she looked up, a real smile on her lips. "But I will be."

Lucy had an answer she could live with, sitting next to Ayrae. The two simply sat in silence, enjoying the contact, until Lucy slumped against Ayrae's shoulder, Ayrae soon falling back to sleep against the back of the couch, this time uninterrupted by memories or dreams.

 **Please review/follow/favorite!**


	30. Reckoning

**Hey guys, Puzzle here! I'm publishing this chapter a day early, and a bit prematurely, as I'm attending a wedding and might not have the means to publish it tomorrow on time. In addition, I'm afraid I have several chunks of bad news.**

 **First off, I'm afraid I have to make the weekly update an update-every-two-weeks kind of thing. I simply don't have the time to make my chapters to their greatest potential when I'm trying to rush myself. I'm trying to hold myself to a better standard of writing, even if it takes longer to do so. I'm sorry about the delay, but I'm not doing my characters, or you, justice this way.**

 **Another thing... The beginning of this chapter was something I really wanted to do... And it fell apart. I had it planned out well, but I simply couldn't focus. I just finished a stressful time of year, and with the State Fair approaching, my tension is through the roof, including how much time I have to spend riding to prepare my horse. The first chunk simply isn't to par with the rest, and I apologize for that.**

 **In better news though, I have been inspired to start a few new fanfics, though they take lower priority than Guildless does. Hopefully, I can give all my babies the love they deserve!**

 **Thanks to LilNightmare and Dragonlady for reviewing!**

It had been a week now.

Ayrae hadn't dreamt of Kyja or her past for a week, allowing her to relax- yet she couldn't. Nothing of note truly occurred, but Ayrae couldn't help holding her breath. She knew the peace wouldn't last. Shadow would come, and she knew what Diviner could do.

It was the night of her eighth day back with the guild that she found a surprise. After a long day of working at the 8-Island restaurant, Team Natsu was slumped around a table in the guild hall, Natsu asleep and snoring while slumped against Lucy. The blonde had long since overcome her anxiety over the situation, sipping at her drink, though a light blush still colored her cheeks. Erza grinned like a child, delicately eating a piece of strawberry cake while Wendy was chatting with Happy and Carla. Gray and Ayrae seated together as usual, Gray currently chugging down a cold drink (thick with alcohol) as Ayrae twirled her cup, watching the water swirl inside, embarrassment of her inability to drink still overpowering.

Hours had passed, everyone laughing and eating until it was nearly nighttime. Lucy, gently sliding out from underneath Natsu so not to wake the Dragon Slayer, she looked to Ayrae. Asking with a strangely rehearsed tone, "Ready to go home?"

Ayrae raised an eyebrow. "You're planning something."

Lucy looked away nervously, denying guiltily, "No! No way!"

Ayrae stood, squinting at her. "Yeah, you're hiding something. Spill it."

Happy shook his head. "You gave it away, Lucy."

Lucy protested, "Hey, she figured it out. It's not my fault!"

Erza sighed, setting down her fork. "I suppose we have to come out with it now."

Ayrae looked between them suspiciously. "What the hell are you all planning?"

Erza stood, smiling. "A little surprise."

Wendy grinned, grabbing Ayrae's wrist and tugging her toward the door. "Come on, we've been working on it for a few days now."

Ayrae let the young girl tug her away, looking back at the others questioningly. "So... you coming to the mystery?"

Gray smirked, albeit drunkenly, standing and tossing his mug into Natsu's head, waking the pinkette effectively. "Hey, you freezing freak! What was that for?"

Gray smiled. "Ayrae's new-"

A solid arm of metal clanged against his head, the ice mage collapsing, sight spinning with stars from Erza's blow. Erza quickly caught up with Wendy and Ayrae, draping an arm over the latter's shoulders. She casually insisted, "We should move quickly, it will take a bit to arrive at our destination. Oh, and no boys."

Ayrae, looking with eyes wide in terror at Gray, meekly agreed, "Great idea..."

* * *

It was a short walk, but it was delayed by the fact that Erza insisted on blindfolding Ayrae. No one questioned Erza had a blindfold in her requip line-up, but most wouldn't dare ask. Instead, they just giggled and whispered while Wendy tugged Ayrae up the path.

The scarred girl didn't especially like the limitation- she wasn't used to darkness she couldn't see through. Luckily, it was over quickly, the girls pulling her into a building and up a set of stairs before-

"Welcome home."

The blindfold was pulled away, Ayrae blinking at a dorm room in Fairy Hills. Sparsely decorated, it consisted of wooden plank floors and walls, the large room filled with a four-poster bed, the light blue sheets plain. A small chest at the foot of the bed, a room off to the side she assumed was a bathroom. A stand by the bedside, it was mostly empty, a single window gazing down on Magnolia on the far side.

Ayrae turned to the others after surveying the room. She asked in puzzlement, "Did you guys..."

Levy grinned. "Yep! We all pitched in! It's not much, but your first payment is taken care of."

Lucy winked. "I figured you might be getting tired of my couch."

Ayrae had been looking at apartments in Magnolia to rent out, never suspecting something like this. She couldn't explain the rush of pleasure she felt that they all were so dedicated to welcoming her back home. She quickly grabbed onto Lucy and Erza, pulling them into a hug, the others falling in. Ayrae closed her eyes, smiling. "I love it. Thank you all, so much."

Erza chuckled. "Just remember, it's 100,000 jewel a month."

Ayrae laughed in reply. "That's right, money. I still have to get used to buying stuff again."

Lucy assured, "We'll help you start out. After all, we still together in Fairy Tail."

Ayrae smiled. "That we do." Yet she knew what was coming. Shadow wouldn't wait much longer, and if it endangered the guild... she wasn't sure if their die-hard loyalty would be enough to defeat them.

* * *

The next morning, it was a pack migration from Fairy Hills to the guild, the girls all waking up at once, all in a group. Ayrae refused to let her sleepless night show- despite Kyja's lack of intrusion, rest still refused to come to her. Still, she smiled and laughed, all the way down to the guild with the morning light shining through.

Walking into the guild, Mirajane and her younger siblings had already arrived, Makarov currently sitting on the top railing of the guild, raising a hand in greeting. "Mornin', girls."

Mira smiled kindly, agreeing, "It's beautiful outside, isn't it?"

Several girls nodded in agreement as they plopped down in several booths, waiting for the rest of the guild to filter in. As more arrived, Gray emerged, still nursing a bruise on the head from Erza's brutality. Immediately seating himself next to Ayrae, he asked, "How was the surprise?"

Ayrae smiled. "I loved it. I assume-"

"No, I didn't help pick it out," Gray immediately looked away. "I just... suggested a color, tossed a bit of money in. Everyone did."

Ayrae put a hand on his leg. "Well... Thank you."

Gray still wouldn't look back, keeping his blush hidden. "Yeah... You're welcome."

Natsu suddenly burst in the door, shoving the doors nearly off their hinges, yelling almost incoherently before racing off to the job board. Yanking one off the board without bothering to read it, he raced to Mira and slammed the job flyer on the counter. "This one's gonna be great!"

Gray managed to get the color to fade from his cheeks to ask, "So, do we ignore the idiot or see what he's pulling us into?"

Ayrae put a finger to her chin, tapping it thoughtfully. "Hmm... To keep him out of trouble, we probably need to go."

Gray nodded in agreement, the two getting up in succession, moving to Natsu. Mira, currently entering the job, asked, "You guys want something before you go? Sounds like hunting Vulcans could be a long day."

Ayrae shook her head. "No, I'm fine. Thanks though, Mira."

The white-haired girl smiled widely, tilting her head. "Well, have a good time!"

Ayrae smiled in response, before diving over the bar and shoving Mira into the wall. Forearm pressed against her throat, Ayrae's free hand was pointed at Mira's head, shadows swirling around her hand.

Instantly, the guild was on their feet. Natsu glared at her, demanding, "The hell are ya doing, Rae?!"

Gray's mind immediately jumped to Kyja possessing her, yet no glow had overtaken her eyes. The same black glared at Mira mercilessly.

Elfman growled, "Let her go, Rae! Start acting like a real man!"

Mira whimpered, "Wh-What's wrong?"

Ayrae hissed, "You think I'm that gullible?"

Erza raised a sword, uncertainty flickering in her eyes as she looked between the two of them. "Ayrae, back away."

Ayrae shook her head. "Sorry, can't. You see, this isn't Mira."

Mirajane gasped, "Big brother..."

Ayrae rolled her eyes. "You really should do your research. Elfman is younger than Mira."

Suddenly, Mirajane grinned darkly, chuckling. "What gave it away?"

Ayrae shrugged. "Several things. The way you smiled, how you moved, offering me a drink when alcohol leaves me flat on my ass."

Mira straight out laughed, loud and hearty. "Oh, I'll have to do better next time!"

Ayrae flung her across the room, Mira suddenly transforming. In a puff of red smoke, she turned into a tall, dark-haired girl. A red tube top and skimpy skirt were her only clothing, matching the blood red Demon's Shadow emblem that crossed her entire face. The wings' joint at the bridge of her nose, the red wings spread across her copper skin, her eyes seeming to flicker between colors.

Skidding on bare feet, Ayrae blasted her down without difficulty, planting a solid boot on her chest. To the awed guild, she introduced, "Everyone, meet my deranged old guildmate, Doppelganger. She uses Imitation Magic."

Everything suddenly connected all at once- Ayrae had known the entire time it had been Doppelganger.

The rest of the guild pulled closer, looking down at the Demon's Shadow girl. Erza, keeping her sword hefted, didn't look away as she addressed Ayrae: "I'm sorry we doubted you. We should've-"

"It's okay," Ayrae shook her head. "You had good reason to be mistrustful."

Doppelganger giggled, "Having trouble settling in, little sister?"

Ayrae sighed. "We're not related, Doppel. You've gotten worse." Doppelganger's magic had always left her a bit... unstable on her own identity.

Doppelganger's wide eyes flickered face to face. "Nope. I'm perfectly fine. Just lots of killing to get to."

As Ayrae mulled over Doppelganger's existence there, Natsu's brain was trying to keep up, Erza weighing options. Others whispered among themselves... But Gray could barely tear his mind away from Doppelganger.

This... This is what Rae could've been. They could've made her into someone as psychotic as this, but she'd resisted. She'd withstood this.

Ayrae shook him out by growling to her ex-comrade, "The hell are you doing here, Doppel? You know you can't beat me."

The Demon's Shadow wizard smirked darkly. "Yeah... But I came to speak to my queen... Lady Kyja?"

Ayrae's eyes widened as her hands wavered, fighting the influence of the demon. Eyes flickering between glowing and not, Gray's hand snaked to her elbow, her black eyes reigning supreme. With a small smile to him, she assured, "Kyja's not taking any messages right now, Doppel."

The copy cat rolled her eyes. "Suuure. Little sister, you know Kyja's wrath will rain down with or without your agreement."

"Tell you what- let's strike a deal-"

"No!" Ayrae immediately looked to the others. "Never trust their deals. Demon's Shadow wizards are held to their word by Kyja's Law, but they're experts at finding loopholes."

Erza murmured, "Wasn't considering it, but thanks for the tip..."

Doppelganger sighed. "It's a shame, then. I wanted this to go smoothly." A triumphant grin took over her face. "Speaking of smooth... How're the scars?"

Ayrae's eyes widened for a moment, eyes flickering red with the flash of rage in her chest. Her free hand tracing the edges of her scars, she replied shortly, "Better than they used to be."

Natsu glared at Doppelganger, demanding, "Is this the one who did that to you?"

Ayrae nodded slightly. "While I was escaping, Doppel tried to stop me."

The Demon's Shadow mage giggled. "I just wanted to give you something to remember us by- a token, a memento... A way to track you through sightings, should you actually make it out of the compound. A few minutes later, you're running off into the sunset and we have a way to identify you."

Ayrae pushed down harder on Doppelganger's chest, her boot leaving an imprint. "And one of these days, I'll thank you for nothing."

Doppel gave her a mock-smile of sincerity. "Oh, you do care, little sister!"

Ayrae scoffed, turning back to the main subject. "Are you so cocky you actually thought you could come in alone and awaken her?"

Doppel suddenly had a dark glint to her eyes. "Oh, no. I wouldn't presume such a thing."

Realization fell heavy as lead, Ayrae whirling, Doppelganger forgotten. "They're here, it's a-"

A thick purple mist was suddenly flowing through the air, like a horrible fog seeping into their lungs. Suddenly exhaustion swept over them in a wave, one by one, the Fairies collapsing into a deep sleep.

Yet Ayrae stayed on her feet, looking out with horror over her guildmates. Yet at seeing their breaths remain even, she composed herself. Taking a deep breath, the purple mist didn't seem to have any effect on her.

From every window and door of the guild, Shadows were emerging, watching her carefully. One walked through the front door, the doors falling from their hinges as he approached. A tall, plain black staff in his hands, blood-red hair spiked upward, he smiled- which was more akin to a devil than a human. In a silken voice, he greeted, "Shade... Wonderful to see you, dear."

Ayrae surveyed her surroundings warily. "I'd say the same, except I hate you."

Diviner shook his head, clicking his tongue condescendingly. "Now now, let's not become too bitter over the past, dear. I simply would like to talk."

Ayrae narrowed her eyes. "I don't feel like talking."

Diviner chuckled. "Oh, not to you. And if you truly feel that words are not appropriate, you're free to attempt fighting all of us. Of course..." He hefted his staff. "I can't guarantee a few Fairies wouldn't be hurt in the crossfire."

Ayrae quickly stood down with the threat, insisting, "I still won't let you talk to Kyja."

Diviner frowned. "Don't be like that, Shade. You know very well we have an important end goal to reach."

Ayrae shot back, "And I'm not about to help you."

"Oh, you really should reconsider." A tall woman with sleek, long white hair walked calmly up behind Diviner, leaning against him. Her hair tied back with a blue ribbon, her dark blue crop and feathery skirt clinging tightly to her curvaceous figure, her eyes a chocolate brown. Several gold and silver keys hung around her neck on a chain. "It's been too long you've been away from home, darling."

Ayrae glared. "Celestia. I see you're still Diviner's private bitch."

Celestia's eyes flickered dangerously. "Tread carefully, Shade... I faked your death once, I can end your life in reality as well."

Ayrae snorted. "So, would you actually have the guts to do it, or did you just come here to boast?"

Diviner chuckled. "After all the years, has it still not sunk in that we are willing to do anything for Lady Kyja?"

Ayrae suddenly smirked victoriously. "Yeah, I've picked up on it. And that's exactly why I'm going to win today."

Diviner arched an eyebrow. "I've seen how today will end, Shade. Victory is not the word I would use for your fate."

"Only because your prophetic powers aren't what they used to be. You've been too busy building your offensive magic."

Diviner threatened, "Would you like to see my improvement?"

Ayrae's smirk never wavered at the words. "Please, if you were going to knock me out, or kill me, you would've done it at the same time as my guildmates. No, you need to minimize light guild interference. After all, you remember the last time Demon's Shadow incurred the wrath of the light guilds. We still tell the stories of how only Kyja and a handful of her followers escaped the massacre. You wouldn't want to have that again, would you?"

As Shadows whispered amongst each other, remembering stories of a war between Shadow and several light guilds, wary of their recent loss, Ayrae locked her eyes on Diviner. "Besides, the ritual of Kyja's possession requires someone reading from her book of their own free will. You need my cooperation."

Diviner let out a hearty laugh. "You? Apparently, you haven't been recieving my messages."

"Oh, I have. Every time you sent someone to get me, they always remind me you don't need me alive- all you need is Kyja. My panic takes over, giving you the advantage of my being irrational." Her smirk suddenly was gone, her face deadly serious as she stared down Diviner. "A good bluff, but I won't be fooled anymore. You need me just as much as you need Kyja."

Diviner's cocky smile wavered, though he maintained his imposing demeanor. "Oh? And where did you come up with such a theory?"

Ayrae admitted, "About three minutes ago, when you didn't simply knock me out and cut my throat. No, you're looking to either take me by force, using my guildmates as leverage or make a deal."

Diviner chuckled. "You always were pretty bright, my dear. However, I'm afraid we aren't bargaining today."

Ayrae had presumed as much. Still... "I expected that, but I think you'll want to change your mind when you see what you're risking." Black knives materializing in her hand, she immediately pointed them to _her own_ neck. Eyes narrowed, the knives' tips grazing her skin, she continued, "I think I can make it worth your while."

Suddenly, tension was palpable. Shadows shifted, inching closer as Diviner's smile shattered, terror overcoming his calm. "You wouldn't!"

Ayrae smirked. "I knew it. You promised Kyja she would have me years ago... If you kill me, you'll have to organize a new Trial, collect new prodigies, train them- it would take years. Kyja isn't that patient." Ayrae barked out a cold laugh, allowing her rattling voice to hide how her hands shook. "No, Kyja doesn't like broken promises. If I die... Well, you might as well dig your own grave, Diviner. It would be less painless than what she has in mind, and I would know."

Shadows still inching closer, Ayrae pressed the knives closer to her neck. "No way, back off! Anyone makes a move, and it's over for all of us. Years of running in circles made worthless." That made them all freeze in place.

Diviner no longer attempted to hide his rage. "You little-"

"Actually, I'm not so little anymore, Diviner. Now, here are my terms. You're going to leave Fairy Tail alone- never touch them, never threaten them, and never harm them in any way. No death in Fairy Tail can ever come from a Demon's Shadow wizard, or any of your flunkies."

Diviner narrowed his eyes at the Fairy Tail stamp on her chest. "I assume you're trying to work yourself into that deal- force us to leave you here? I'm afraid that isn't an option. No agreement will be reached unless both you and Kyja return to Demon's Shadow."

Ayrae nodded solemnly. "I'm aware." She bit back the emotion in her throat as she announced, "If you agree to my terms, I will freely read from the Book of Kyja and accept her spirit."

Diviner's smile returned, the man offering a hand. "Then we have reached an accord.""

Ayrae's knives dissolved as she shook Diviner's hand, a shockwave of cold overtaking her body, starting at each of her lacrima. Kyja had sealed the bargain- now, neither of them could escape it. She could only remind herself, _My life isn't equal to a single one of theirs, but it's just enough to save them all._

Shadows fell into a circle around her as she remembered how she'd spoken to Lucy the morning after her attempt to run away.

 _"This is my home, and I'm not leaving for a long time. I've accepted my fate."_

 _Lucy smiled, chiding, "Hey, well don't sound excited! You make it seem like a death sentence!"_

 _Ayrae shook her head. "No, I make it sound like it is."_

She had meant it when she told them she wouldn't run. Running wouldn't save them. No, she needed a real solution, something to protect them at all costs.

That night, she had decided her own fate. The last few days, she had contemplated her options, yet Kyja's visions had solidified her plan.

Fairy Tail would survive, though Ayrae was due to suffer a fate worse than death.

Her old mantra... _I'm not a monster. Not yet. Not until tonight..._

She could only hope they could forgive her before she lost herself to the monster within forever.


	31. To The Rescue

**Okay, okay.**

 **This was a really underwhelming chapter to write. It's short, and I wasn't happy with it, no matter what I did, so I simply had to do what I could. I apologize for this, but this is the best it could've worked. This chapter was necessary, as you'll see later on. However, I can promise next chapter will be much less boring.**

 **Thank you to everyone who followed/favorited, and a special thank you to my reviewers! The feedback always helps me write better content!**

 **Gryffindor: Thank you so much for your support! I love hearing when you all loved about the chapters, that way I can give you more! It was fun writing these fluffier scenes, and it's awesome knowing you like them! Thank you for the enthusiasm and the feedback!**

 **Lynn: I'm always impressed by how well you can pick up on the stakes and the little hints I leave (though maybe I'm not as subtle as I think). Yes, it will be important to remember the Demon's Shadow way of making deals with loopholes, and to your point of Demon's Shadow falling at the cost of Ayrae... Well, I guess you'll have to wait and find out! ;)**

 **Thank you to Dragonlady98 and nightmare for reviewing as well!**

The sun intruded on the slumbering Fairy Tail guild, the light falling on Gray's eyes. Shirtless on his back, he scrunched his nose, frowning. _Why was it light out? Did I fall asleep in the guild last night? No, I remember waking up for a job-_

His eyes shot open, jolting himself awake. Scrambling to his feet, he looked around to see the floor of the guild layered with his guildmates, all sleeping soundly. Gray looked around, frowning in confusion at the guild. Something was wrong with this- Doppelganger had been there, Ayrae had been yelling, then he'd passed out. Apparently, everyone had. But why? Mystogan was in Edolas, so he couldn't have put them to sleep. What was it Ayrae had been saying when he'd crashed?

He stepped forward, his bare foot landing on something... soft. Looking down, he yelled and quickly fell backwards at finding he'd stepped on none other but Erza. His footprint still red on her cheek, he stared in horror as she yawned, slowly sitting up and rubbing her head. Gray babbled nonsense as Erza touched her cheek, blinking as if she knew something was amiss. Turning to Gray, her eyes almost black.

She asked, "What happened?"

Gray, gaping and wide-eyed in terror, stumbled, "I-I... Don't know..."

Erza stood, looking around. "It seem Doppelganger had known Sleep Magic."

Gray let out a quick breath at his escaping punishment before a sudden panic swept over him- Doppelganger had come for Ayrae. Standing, he looked with panic around the guild, cursing when he didn't see a face he was looking for. "Damn it! Erza, Ayrae is gone!"

Erza's eyes widened, her breath hitching. Looking around rapidly, she took in the same as Gray, eyes catching on the door of the guild. Ayrae's mask was pinned to the door, a knife piercing it through the forehead and holding it in place, paper wrapped around the handle. She quickly ordered, "Wake the others!" as she stormed to the door. Ripping the knife from the door and unraveling the parchment from the handle, her eyes transformed bit by bit with emotion: confusion, rage, wonder, and worry.

Gray violently kicking Natsu in the ribs once before rushing to roughly shake Lucy by the shoulders, Erza's hands shook as she closed her eyes, face twisting in what could've been anger or grief. Natsu jumping to his feet with flames dripping from his mouth as he yelled incoherently, Lucy muttering sleepily as she rubbed her eyes. Gray turned to Erza, demanding, "Well? Where is she?!"

Natsu looked around wildly, demanding answers from Gray as Erza suddenly punched the door of the guild, the wooden slab flying outward and halfway across town, splashing in the canal.

Natsu blinked. "Wait, what's going on?"

Gray hissed, "Doppelganger and Ayrae are gone!"

Natsu's flames stalled for a moment, his gaze becoming dangerously dark. " _What?"_

With all the yelling, the rest of the guild was slowly stirring, coming to their senses as Erza announced, "Demon's Shadow invaded. They _took Rae."_

The outrage was instant. Anyone still partially asleep was woken and chaos took over the entire hall. Weapons bristling, yells echoing, magic sparking in the air, bloodlust was sweeping through the fairies, everyone rearing for a fight. The only problem: they didn't know where said fight was.

Gray snatched the note from Erza's hand, eyes tearing at the curled handwriting:

 _Little Fairies,_

 _Be glad your rest wasn't permanent. Shade has bartered on your behalf, and your pathetic guild will live another day. Do not attempt to interfere in our affairs._

 _We will not have mercy again, arrangement or not._

 _In the name of our Lady Kyja, we swear to the truth of these words._

 _-The Shadows beneath the Queen of Mortals_

His eyes tore the note apart again and again, anger boiling higher in his throat with every word, searching for anything that would lead him to his friend. Throwing the paper to the ground, he growled, "Where is she?!"

Natsu hissed, "I don't know, but I don't care! We'll tear apart the country until we find her!"

Makarov snapped, "There's no point to that, Demon's Shadow is completely untraceable!" Looking down with a terrifying aura surrounding him, it was obvious he was barely containing the absolute fury within. "I believe... we must turn to the Magic Council. They've been chasing Demon's Shadow for decades."

Levy, seeming near tears, shook her head. "They have no idea either, sir. Demon's Shadow may not even be based in Fiore."

Gray suddenly perked. "No, they can't be. When Ayrae showed up, she was in the woods North of the guild- she said she'd walked directly South for days. Several days would put you..."

Levy, seemingly mapping out the country in her mind, made rapid calculations, gasping, "Veronica! Demon's Shadow is in Veronica!"

Natsu charged for the doors, screaming, "Then let's go get Ayrae back!"

Erza latched onto his scarf, holding him back as she ordered, "Hold on, Natsu! Veronica is a smaller country than Fiore, but it would still take days to check the entire country, and we don't know how long Ayrae..." Erza couldn't bring herself to continue. It felt too much like condemning her friend.

Lucy tapped her chin, suggesting, "Why don't we split up? Small groups, sweeping across the country! We still have the communication lacrima downstairs, right? We could use them to keep connected. We just have to get there quickly!"

A murmur of agreement moved through the guild, a few cheers even rising. Gray urged, "Well, if it will work, let's stop wasting time!" Leading the charge, everyone flooded downstairs, grabbing a lacrima and partnering up. To Jet and Droy's dismay, Levy found herself flung over Gajeel's shoulder as Lily latched onto his back, lifting the two into the air. Magic of every sort was used to move, a few groups limited to magicmobiles, such as Max and Warren.

Lucy summoning Gemini to double Happy, she and Natsu took off into the skies, Erza in her Heaven's Wheel armor and taking to the skies after them, paired with Gray.

It wasn't ten minutes before the ground shook and the skies quaked with the power of Fairy Tail's incoming charge, their mission clear: fight until they had a missing piece of the guild back.

* * *

The sun had risen to its peak in the sky by the time Fairy Tail reached the border of Veronica. All laws and courtesy be damned, they weren't going to stop until Ayrae was back and Demon's Shadow was no longer a threat.

Splitting up and spreading out, they found themselves sweeping Veronica in a line moving North.

Erza and Gray quickly found a small village, only some five blocks wide. Landing in a small marketplace near the center of the village, the villagers immediately reacted. The children who'd been chasing one another through the plaza now cowered behind parents, the adults seeming completely awestruck.

Erza demanded with sword in hand, "Anyone with knowledge of Demon's Shadow, step forward!"

Several citizens quickly hid from the terrifying mage, Gray yelling, "I mean it! Anyone who knows about Shadow-"

"Stop being such a big bully, meanies!" A young girl with unruly brown hair stormed up, so short she couldn't have been older than ten. Her lips pursed in a pout, she stood with arms crossed in an attempt to look intimidating, only looking adorable. "My big brother's gonna beat you up if you keep being mean!"

Gray arched an eyebrow. "What're you talking about?"

The little girl insisted, "You shouldn't be mean! Big brother says he'll beat up bullies like you!"

Erza frowned. "We're not-"

"What're you yelling about, Tori?" A boy, similar to the young girl in appearance with the same tousled brown hair, his sharp green eyes like knives. A basket of food under his arm, he glared at the Fairy Tail wizards. Seeing them, he put a hand on the girl's shoulder protectively, cautiously looking at the pair. "Who are you?"

Gray growled, "We're looking for a friend- they were taken by Demon's Shadow."

Suddenly, the boy's already edged gaze was deadly, his grip on the younger girl's shoulder tightening slightly, pulling her slightly closer. Looking around the panicked market, he called, "It's alright! They're friends." He gave them a warning look that clearly said: _if you're lying, you'll pay._ "Come on, let's go somewhere private. Tori," he handed the young girl the basket. "Take this home, I'll be back soon."

Tori nodded eagerly, whispering loudly, "If they give you trouble, just use your magic, Corin!" Trotting off with the basket, the square returned to semi-normality, some still looking at the intruding wizards.

Corin nodded to the nearest empty alley. "Come on, we need some privacy." Walking toward it, it was obvious they were supposed to follow. Gray and Erza shared a quick glance, deciding they had to follow every lead, trailing him to the alley.

Corin turning, he quickly asked, "Who did you lose? A kid or infant?"

Erza shook her head. "No, a girl our age. Her name is Ayrae."

Corin nearly fell over, leaning against the wall, Erza stepping forward in case he went all the way down. His heart pounding, he took a few seconds to process. "A-Ayrae... She made it."

Gray demanded, "You know her?"

Corin nodded slowly. "We- We were trapped in Demon's Shadow together, forced to fight. We tried to escape together, but we were separated. I looked for her for months, but I couldn't find her."

Gray narrowed his eyes. "So you gave up and just hid here?"

Corin snapped, "My little sister needed me! By the time I made it back here, to my home, our parents were dead. Rae was resourceful, I knew she'd be too well hidden for me or Shadow to find her- Victoria needed me more than her." Putting a hand to his forehead, he sighed. "But if she's back there again... Well, you won't like this answer, but she's probably not coming out. Not as herself, anyway."

Erza's cold edge was chilling to hear. "We won't let that happen. Just tell us where Shadow is."

Corin hesitated, glancing around nervously as if expecting to see the walls eavesdropping. "... A village only a few miles West. Be careful, the entire village is made of Demon's Shadow wizards."

Gray frowned. "You're not coming? I thought Ayrae was practically a sister to you."

Corin closed his eyes. "You don't know the hell I went through there, the things I saw. They currently think I'm dead, hiding right under their noses only a few miles away. This is how I protect my sister, and it has to stay this way." He gave them a warning look. "Ayrae was my sister, yeah. But I won't risk Tori's life."

Gray glared at him. "You're Scribe, right? Ayrae's mentioned you before. I know she'd go to the ends of the earth for you, and you won't go a few miles to save her?"

Corin snapped angrily, _"That's not my name!"_ Taking a shaky breath, he shook his head. "I-I left that name behind. But if you somehow find Rae, tell her I'm sorry. Say... Thank you for giving me my name back." Corin turned, walking away down to the other end of the alley.

Gray glared after him, albeit curious about what he meant by 'gave his name back'. "Come on, let's go. We'll call the others on the way."

Erza slowly nodded, offering an arm to pull Gray back up into the air. The two taking to the air, Gray (who had managed to keep his plain blue shirt and black pants on) reached into his pocket, pulling out the small green lacrima out. Yet as he activated the crystal, waiting for it to connect to another lacrima, he couldn't stop thinking about Corin. "How could he just ignore this? Ayrae needs us."

Erza looked forward with an unreadable expression, her heart heavy. She could understand, but it was difficult not to be angry. "Corin was like Ayrae, Gray. He was kidnapped and was forced to fight for his life. We have no right to make him go there again."

Gray couldn't answer. He could remember Ayrae talking about her older brother, the one who she could never describe in detail without talking about her hellish background. But he could remember her reverence of Corin.

 _They'd been sitting on the rooftop of the guild on Ayrae's first night, the girl unable to sleep for reasons she didn't explain, Gray never asking, simply staying up with her. They'd been playing several different games, though the one they'd settled on was one they'd invented: the Secret Game. They each told the other one thing to keep a secret, Gray having devised this to put Ayrae's paranoia to rest._

 _Yawning, he looked for a constellation while asking, "Rae? Were you an only child?"_

 _Aryae, sitting up and staring at the sky the best she could, three-fourths of her face currently coated in bandages, including one of her eyes. "Technically, I think so. I never knew my birth parents. I was raised by another family member, and I had a lot of adopted siblings." Her visible eye gleamed with the starlight. "My brother, Corin, was the best. He helped me with my magic, and made sure my other siblings didn't pick on me. His magic was much better than mine. When I... left home, he's the one who told me to go South, where you found me." Ayrae was glad the bandages hid her flushed cheeks fairly well._

 _Gray smiled. "Seems like we owe having you here to your brother."_

 _"Yeah. I owe him a lot more than I can give back."_

Gray shook himself from the memory, letting out a breath. Ayrae needed him- so what if Corin wouldn't come? They didn't need him, not when all of Fairy Tail was coming.

Yet he hadn't yet noticed the lacrima had turned purple- the color to indicate someone was blocking the connection.


	32. The Mountain City

**Wait, what? I'm publishing the next chapter early? But I barely do it on time! That's right, I actually am ahead of the curve. I finished early with reviewing it, and I was going to keep going. There was more to this chapter, but if I'd ended it where I was going to, it was a bit of a cruel cliffhanger, and there are many things I'll do to you, but not that. Well... not until the next update.**

 **But for now, enjoy this chapter, and please review/favorite/follow. Thanks to all my new and old followers, you guys are amazing!**

Erza and Gray touched down in the nearest town to the west, looking around cautiously. Gray stared at the inactive communication lacrima, scowling. "It still won't work- they must be blocking us somehow." Tossing it to the side, he continued, "We'll just have to do this alone."

Erza nodded agreement, the two surveying the town. These people seemed a little less worried about the wizards landing in the middle of their town, a few giving them sideways glances but most going along with their business. People walked between shops, a little cluster of tables outside a cafe, groups sitting together, couples laughing as they ate and drank.

Erza looked around, slight confusion in her wary gaze. "It seems very peaceful here to be the home of a dark guild."

Gray frowned. "Did Corin lie to us?"

"We can't assume that yet. For now, be on guard while we look around."

The two began to wander the streets, finding the town was of decent size, perhaps a fourth of Magnolia tucked away in the mountains of Veronica. Walking through the streets, no one seemed too horribly disturbed by their arrival, a few even smiling kindly at the silver-armored girl and shirtless boy.

At reaching the edge of town, finding nothing suspicious, Gray growled, "We were duped. Corin may still be working with Shadow."

Erza hesitated, a bit less rushed to leave. "I don't know. Everything here seems... too calm."

"Too calm? We're in a secluded mountain village, Erza."

The red head insisted, "And yet some of them wear the latest styles imported from the capital?" She'd seen a few high-end dresses among the people, having waited until they'd reached the edge of town, away from curious ears, to mention it. "I've seen those clothes in stores- they're not cheap, and did you not notice? There was no one younger than us- no one looked even close to our age."

Gray's eyes widened, realization sinking in. "Everyone near our age in Shadow died..."

"Exactly." Erza turned around, eyes like daggers. "So let's find just how well they're hidden."

The two moved back through town, the differences now obvious. The closest to their age was still probably at least ten years older, the clothes all far too expensive and diverse for a simple village.

Gray, eyeing the cafe from before, suggesting, "Maybe we should go inside. I've always had good luck finding information in a bar."

Erza refrained from mentioning how that information often came while he held a mug and wore close to nothing, following the ice mage inside.

The small shop was nearly empty, all but for an elderly woman at the register and a pair of lovers sipping coffee off to the side. Gray immediately moved toward the counter, demanded brashly, "What do you know about Demon's Shadow?"

The old woman blinked in surprise, frowning slightly. "I'm afraid I don't know who you're talking about, son. Is there another way I can help you?"

Erza stepped forward, putting a hand on Gray's shoulder. "Ma'am, I believe you should be familiar with the wizards guild, Demon's Shadow."

She shook her head, readjusting the half-moon spectacles on her nose. "I'm sorry, dear. I've no idea about this guild."

Erza arched an eyebrow. "Despite that Demon's Shadow is a national threat, according to your leaders?"

The woman spread her hands as if to show she had no answer. "We're very secluded up here, dear. I'm afraid I don't know about such things."

Gray narrowed his eyes. "And yet, there's a town a few miles away, just as secluded, who is scared to death of any strange wizards?"

The old woman sighed, pulling her glasses off. "This is getting tiresome." A puff of familiar red smoke, and Doppelganger lunged over the counter, tackling Gray down. Knee on his chest, lowering her face just over his and arms pinning his to the ground, she grinned barely an inch away from the boy, the Demon's Shadow tattoo across her face disturbingly red so close to his face. "Ohhh, I can see why little sister likes you."

Erza's sword was instantly drawn, the point at Doppelganger's neck while Gray attempted to push against the dark mage, yet somehow her grip was incredibly, almost impossibly, powerful, not giving him a millimeter. Erza dangerously growled, "Get off of him, and lead us to Ayrae!"

Doppelganger didn't even flinch at the tip of the sword against her neck, simply smiling as the couple in the back were no longer chatting, one with a handful of flame in his palm, the other clutching a stack of cards. "I'm not too worried for myself. You little fairies don't like to kill."

Erza, unaware of the wizards standing ready behind her, growled, "Don't push your luck, now stand up!"

Doppelganger didn't move, smiling eerily. "I'm afraid I don't feel like it, fairy."

The girl holding the cards suddenly flung a handful at Erza, the armored girl hearing the scratch of the cards behind her. Recognizing the sound from spars with Cana, she quickly dodged to the side, the paper hitting the opposite wall, bouncing off seemingly harmlessly. The second wizard flung his handful of fire at the moving girl. Erza easily ducked the fire, running at them, announcing, "Requip! Heaven's Wheel!"

Her body enveloped in gold, now she stood with her metal-feathered armor gleaming as she yelled, "Heaven's Wheel!"

A circle of swords appeared, though they quickly shot toward her opponents at her command. The card mage immediately threw half her deck into the air, the cards spinning into a wall between herself and the red head, the swords dissolving as they touched the cards.

Meanwhile, Doppelganger looked on, still with Gray pinned. The ice mage struggled against her grip once more, the girl sighing. "Don't bother, little fairy. I'm currently imitating an Enhancement wizard. I can increase my strength, speed, and stamina at will like this, so don't bother fighting. Ace will cast a little sleeping spell on you soon enough and you'll be out of our hair."

 _Sleep spell?_ Gray blinked, thinking over the words. _This is a dark guild, why would they hold back from killing us?_ Still, he had a fight to finish. Gray glared at her for a moment before smirking, having found his loophole. "Not gonna happen." Twisting his hands, his palms brushed the ground as he growled, "Ice Make Floor!" Frost turned to a pure white coating across the ground, everything turning to chaos.

The two Demon's Shadow mages on their feet suddenly were struggling for balance, leaning against each other, Erza stabbing a sword into the ice to ensure she stayed standing, swiftly slinging two swords at each. A blade pinned the sleeves of their shirts to the wall, the pair exchanging panicked looks.

Doppelganger's knee on the ground slipped outward, the girl forced into splits to keep from falling over, loosing her grip on one of Gray's arms. He immediately took advantage, extending a hand toward Doppelganger's side. "Ice Make Lance!"

The girl's eyes widened, jerking herself back to avoid the pointblank attack, the tip of the icy spear still cutting across her stomach.

Clutching the wound, she hissed a curse as she backed up, glaring. "Dick." Smirking, she shrugged. "Though I suppose all's fair in love and war."

Gray couldn't help hesitating for a solitary second at this. What was that supposed to mean? This wasn't much of a war, not yet at least. So she was implying... oh. His ears lit red and he shifted weight foot to foot as Doppelganger lunged forward yet again, grinning. "Ice Make Cannon!"

Gray's eyes widened, staring down the barrel of his own weapon. "What the-"

"Open wide." Ice flooded from the cannon, blasting forth- right over Gray's shoulder. Gray staggered back in surprise, Doppelganger sighed, keeping the cannon aimed. "If only. Ace, hurry up over there!"

The card user, Ace, smirked as she dropped a card to the ground, a flash of light blinding everyone for a moment. Ace ripped herself free of the swords tacking her to the wall, flinging a handful of new cards at Erza. The cards immediately reacted to the armor, dissolving it piece by piece. Erza's eyes widened, the girl quickly requipping into her Flight Armor before she could be left with nothing left on her person.

Ace gloated, "My cards can do anything, including destroying any metal, fairy!" A handful of cards now tossing a handful of cards at Erza and Gray respectively. "So what could you possibly do against my magic?"

Erza swiftly slashed every card from middair, recognizing the now sliced markings as the paper fluttered to the ground. _A sleep spell? First Doppelganger missing Gray, now this?_ Realization dawned, and Erza laughed heartily.

Doppelganger rolled her eyes, cannon still aimed at Gray's chest. "What do you find so funny, fairy?"

Erza quelled her laughter to look around victoriously. "You can't hurt us. For some reason, you can't hurt or kill us, can you?"

For the first time, Doppelganger seemed unsettled, scowling angrily, fingers tightening on the cannon, cracks appearing in the ice, Gray relaxing ever so slightly. "Righto, little fairy." She suddenly dropped the cannon, the ice dissolving as she crossed her arms, shaking her head dejectedly. "Little Shade made a few deals on your behalf. The gist of it: we get Kyja, you all are unharmed. So, mind doing us a favor and just _fuck off?"_

Gray and Erza both paused for a moment, their guards falling, Gray rerunning the words in his mind. _Why would she do something so stupid? Did-Did she know we'd be able to find her? Yeah, she knows I'd kick her ass if she actually threw her life away like that._

The Demon's Shadow mage lunged forward toward Erza, announcing, "Arc of Night: Shade's Rebellion!" In a perfect imitation of Ayrae's hand movements, she froze in place as her shadow stepped off of the 2D plain, the Fairy Tail wizards' shadows doing the same.

Anger welled in Gray's chest as his own shadow attacked him. _How dare she use Ayrae's magic! Well, she didn't take one thing into account- I know the strengths and weaknesses of Rae's magic._ "Ice Make Sword!" An icy weapon appearing in his hands, he knew it was futile to attack the shadow. It felt no pain, and could reform after any hit. Instead, while Erza fended off two shadows, Gray dodged his own to stab at Doppelganger herself. With Ace still pulling the second mage free, Doppelganger was completely open, the sword cutting across her back.

Doppelganger snarled, recoiling as the shadows disappeared, the dark mage backed up, obviously thinking of what magic to use next. Yet Gray was growing impatient. "Tell us where Ayrae is, now!"

Erza shook her head. "They won't help, Gray! Start looking, tear this town apart! I'll handle these three, then catch up!"

Gray nodded, racing out the door and into the sunlight. Everyone who had once been in the streets were now missing, only one left. A man, nearly white blonde and in a dark suit, ducking into a bakery. Gray immediately raced after him, pausing at the sound of fighting behind him, yet he couldn't stop. Erza was more than capable of handling anything they could throw at her.

Finding the shop empty when he entered, he looked around, seeing the only exit to be a back room, quickly moving toward it. Entering, the room was empty, devoid of anything but a few crates. Not about to waste time with the sun approaching the horizon and almost touching the edge of the earth, he growled, "Ice Make Hammer!"

His massive icy weapon formed above his head, crashing against the nearest wall, wood splintering, though only the alley on the other side. Gray swifting hit the opposing wall, finding the same results as the ceiling began to buckle. Looking around, he suddenly looked to the floor, this time driving his weapon into the ground.

When the dust rose, a trap door had been knocked askew, a downward tunnel angled downward, steep steps lit by torches at intervals. Gray wasted no time, quickly beginning his descent down the steps. "Don't worry, Rae. I'm coming."

* * *

Just as Gray ran outside, Erza lunged at Doppelganger, requipping into her Black Wing armor, swinging the sword at Doppelganger, the dark mage grinning. "Requip."

Erza's sword clashed with a perfect imitation, Doppelganger now standing in the same armor. Laughing, she taunted, "I can't hurt you, little fairy, but I can counter everything you do! You'll never lay a hand on me!"

Erza jumped back, growling, "I never intended to." Requipping, she now stood in her Giant Armor, her De-Malevo-Lance in hand. "I intended for you to meet steel!" Flinging the lance, Erza knew very well that while Doppelganger was an effective copycat, she couldn't imitate accuracy and years of practice.

Doppelganger didn't move however, smirking smugly until light enveloped her. When it faded, the lance was shattered, lying on the ground, having splintered after hitting Doppelganger's rendition of Erza's Adamantine Armor. Pulling her arms apart, a half of the shield attached to each arm, she laughed at the shock on Erza's face. "What, you think we didn't prepare? Ever since I found out little sister was hiding with all of you, I researched all your powers, made sure to brush against you once or twice in a crowd and use your power! I know every move you can make, and I know exactly how to counter it!"

Erza scowled, though her determination never wavered. She would never fail her friends- she simply couldn't do such a thing. "Requip!" Now standing in her Flame Empress Armor, she invited, "Then show me just how powerful you are!"

Doppelganger smirked, muttering, "Requip." Glowing, she quickly appeared to have borrowed Erza's Sea Empress Armor. "You asked for it, little fairy."

The two leapt at one another, swords clashing, the two quickly exchanging blows with their green and red swords, the blades hitting and the two putting all their strength against one another, the edges of the blades grating and groaning under the pressure.

Yet Erza had forgotten about Ace.

A card flew over Doppelganger's shoulder, softly bouncing off of Erza's cheek, her eyes widening for a moment before exhaustion suddenly swept over her. Limbs feeling heavy, she swayed on her feet, sword loose in her hand as her arm fell slightly. Doppelganger laughed, smirking. "Sweet dreams, little fairy."

Ace flinging another card that hit Erza's hand, the Fairy Tail wizard collapsed, brown eyes falling closed and sword falling from her grip.

Doppelganger standing over the sleeping girl, she patted the redhead's cheek. "Ace will take you home soon, little girl. For now..." With a cloud of red smoke, Doppelganger was replaced with Erza in her Heart Kreuz armor, smirking darkly. "I'll be catching a fairy now."


	33. The Labyrinth

**Hey guys! So, I finally got my inspiration back, and this is the first chapter in awhile I've felt really good about! I had lost my drive because I'd gotten too concerned with the reactions and I forgot the actions themselves. Still, I've gotten my motivation back!**

 **... Just in time for college to start. So yeah, I'm going to have to give up the every two week update schedule. Don't worry, I'll keep up with updating obviously, it's just that things are going to keep popping up, and having a deadline intimidates me into rushing. I think I'll actually do _better_ without forcing myself.**

 **So yeah, no big deal, but... HOLY SHIT WE ARE AT 90 FOLLOWERS! THIS IS ABSOLUTELY AMAZING AND I LOVE YOU ALL SO MUCH! As a reward, this chapter is actually one of my best, in my opinion. Still, as a celebration of reaching one hundred, I'll post the next chapter, the finale of the Demon's Shadow arc as a present to my amazing readers!**

 **Thank you all so much! I'm posting the chapter on the day before my birthday, so this is going to be an amazing day, getting to see all of your support!**

 **Thank you for the reviews, please leave more!**

The single staircase Gray had descended had quickly turned into a labyrinth of crisscrossing corridors and dead end tunnels, each time going through the twisting stone hallways getting even more lost. It was impossible to know where to go, but he rushed through the halls without hesitation, simply guessing as he went. Gray couldn't understand why there were glyphs in another language along every wall, Gray unable to understand, assuming they had something to do with navigation, yet following a string of them led him nowhere.

There was no sound, no clues to where Ayrae could be, but he just kept moving forward.

It was at least half an hour later when a voice called out, echoing against the stone: "Gray? Gray, where are you?"

Erza's voice- Gray turned toward the sound, yet hesitated. _Is it really her? Or is Doppelganger trying to trick me?_ Gray, hands raised and ready to attack, called back, "Here!"

A few pounding footsteps later, and Erza came running around the corner, sword in hand. "Gray, you're alright. Good."

Gray swiftly demanded, "Is that really you? Tell me something only Erza would know!"

Erza's eyes narrowed as she growled threateningly, "You'd doubt me after all this time, Gray? I'm disappointed."

Gray backed up a step, wary but still on guard. "You can't blame me for wanting a bit of proof."

Erza shook her head. "Fine- when we were younger, when Happy was born, Ayrae played with him so much, you looked for a kitten on the streets-"

"Okay, I believe you!" Gray felt embarrassment rise in his chest- he'd tried to find a cat for Ayrae, but when he couldn't, he'd given her one made of ice instead. He let out a breath, knowing that Erza was the only one who'd seen him looking through the streets for a feline. "Well, do you have any clue which way to go?"

Erza shook her head. "I was wandering through this maze of tunnels looking for you, but it's nothing except more passages. How do the guild members navigate these tunnels?"

Gray scowled. "I have no idea. I guess we just have to wander until we find something. If Natsu or Wendy were here, they could pick up their scent. I'd even take Gajeel. But since the lacrima isn't working, so we just have to work with what we have."

The pair made their way forward, wandering the halls, Gray in the lead. Behind him, Erza's armor clanked as she grinned, slipping a card into her hand. _Goodnight, fairy._

The armor on her arm clanked loudly as she flung the card at Gray's bare back, yet it bounced off a light sheen of ice on his back. Turning, he smirked smugly, asking, "What? Did you think you could fool me, _Doppelganger?_ Ice Make Arrows!"

A hail of frosty arrows flooded from his hands, a few hitting Erza and shattering on her armor, one slipping through a kink in the metal, piercing her skin and pinning her to the stone wall. Letting out a pained cry, Erza demanded, "W-What do you think you're doing, Gray?!"

Gray rolled his eyes. "There are many things Erza could've said. But of all things, that's something she swore never to mention to anyone ever again. Even me. Erza doesn't break promises." Gray quickly forged an icy sword in his hand, holding it to her neck. "I don't know how you beat or escaped Erza, and I don't know how you found out about that, but I know you're lying about who you are."

Erza sighed. "You fairies are starting to get on my nerves." In a flash of red smoke, she was once again Doppelganger, her bare shoulder dripping blood onto her red clothes from where the frozen arrow pierced her. "I want nothing more than to kill you worthless pieces of shit, but nooo..."

Gray growled, "Where is Ayrae?!"

"Isn't it obvious? In the tunnels."

"I'm looking for something a little more specific."

"Well, I'm looking for eternal life and a goddess to serve under, but we don't always get what we want. Well, I will, but-"

"Stop trying to divert my attention. Where. Is. Ayrae?" His voice dangerous, making it obvious he wasn't playing anymore.

The edge of his blade scraped against Doppelganger's neck, drawing a trickle of blood. Yet Doppelganger only laughed. "You don't scare me, little fairy. You'd never really hurt me when I'm defenseless, and you don't have the stomach for torture." Her eyes gleamed from within the tattoo that covered her face. "No, I'm just going to stay right here and watch you squirm. Maybe I should tell a story, just to pass the time."

Gray hissed, "Knock it off and just tell me!"

Doppelganger ignored the boy, musing, "I know! How about the one where the traitor to her kind turned herself over? She was so weak and soft, she gave everything-"

Gray shouted, "Shut up!"

Doppelganger's ever-changing eyes seemed to pause on the same black as Ayrae. "For a guild that didn't care enough to send more than two people looking."

 _"I said shut up!"_ Gray's sword swung, but the ice shattered in his hands just before it could hit Doppelganger's head. Rage in his eyes, he ripped the arrow from her shoulder, the girl gasping as she fell to the floor. "I'll find my own way."

Of all the things in the world, the very notion that he could abandon a guildmate was absolutely ridiculous, much less abandoning Ayrae. She was more than family or just a guildmate- she was his best friend. And he would never leave her like this, not as long as he could take a breath.

Doppelganger stared after the boy, then looked to the shards of ice on the ground. _He destroyed his own weapon? Why? Why not finish me? I can't even fight him, with this agreement not to harm their guild. So what was that?_

Gray quickly rounded the next corner, the blood on the arrow suddenly glowing gold. Pausing, he stared at the stained weapon, the golden blood pulling itself off the weapon and floating forward in a glittering trail forward, the glyphs on the walls glowing faintly.

Gray stared, realizing: the tunnels were under a massive spell, one somehow activated by blood.

Assuming he had to follow the glittering trail, he followed the thin trail of golden sparks that were floating through the halls.

After following for almost half an hour, there was finally an end to the tunnel, Gray rushing past the sparks as the tunnel opened into a massive hall, towering so high, it must've been underneath one of the mountains around the city. Arching ceiling and tables scattered around, a wall pinned with assassination jobs and assorted other jobs, it was obvious this was the guild's main hall. The wall that the tunnel emerged from peppered with many other passageways.

No one sat at the tables, the hall entirely silent. Gray turned, wishing Erza would follow through the tunnel behind him, but the only one who'd come would be Doppelganger, and he really didn't want to speak with her anymore.

Here and there, a few more passages led out of the main hall in other directions. Yet as Gray was choosing his next path, sound began echoing down one of the halls- footsteps and faint voices.

Gray quickly diving back into the tunnel, he crouched down just inside the edge of the shadows, watching as a small group of mages emerged. Only about three of them, they all wore loose white robes, black lining at the sleeves, neckline, and hem. The three, all fullgrown adults, were laughing as they walked out of a tunnel and toward the passage on the far right of the hall.

"- ceremony tonight?"

"Yeah, it's finally time."

"Well, we've waited long enough! I still say we should've just attacked that pathetic light guild to draw her out years ago."

"Dumbass, without Kyja, we can't defeat the Magic Council and all their little light guild friends."

"No, but once we wake her, I say we just go and take over this country already!"

"Take it easy, Aqua. We follow Diviner's words for now, and once Kyja wakes and gives us her orders, we can destroy as we please, just like the old days of her last host."

"Ha! That old thorn bitch has nothing on the power Kyja will have this go around!"

The voices had slowly grown softer, fainter as they faded into the distance. Gray leaned against the wall, heart pumping, anger swelling in his mind. _I won't leave her to this. I have to hurry._

Peeking around the corner, he could see the trio who had been talking disappearing down another tunnel. Looking around, he could see besides the tunnels leading back into the labyrinth, only three other passages led out of this mess hall. A split second decision led Gray to run down the hall the dark wizards had just emerged from.

Racing down the hall, it wasn't a minute before doors began dotting the hallway, wooden doors with barred windows, making them look like prison cells. On each door, what seemingly was the names of the members written on the doors. Gray couldn't help but notice the enchanted deadlocks on each one.

Running down the hall, he found very few people. He met perhaps three, quickly knocking them out and shoving them into the nearest room, then continuing onward.

Suddenly, he was among a patch of familiar names- _Scribe, Doppelganger, Briar, Shade._

Gray swiftly honed in on the last-mentioned, grabbing onto the door handle and yanking it open, nearly off the hinges, not thinking about the fact that the deadbolt wasn't locked. "Rae!"

Looking inside, it was the same as every other room- a simple cot with a blanket, nothing more to the room- except Ayrae sitting on the bed with her forehead in her hands. Looking up at the sound, her eyes widened in surprise, the girl standing. "Gray?"

Grinning, Gray stepped forward, reaching out. "Come on, let's go."

Ayrae hesitated, looking around. "Then let's go quickly." She took his hand, smiling, Gray returning the gesture. Then her grip tightened, the girl swinging her arm with incredible strength, throwing Gray into the wall. Stone crumbled but the wall held, Gray crashing to the ground, Ayrae laughing coldly. "I can't believe you fell for that, ya dumbass fairy!"

A plume of red smoke, and Doppelganger stood where Ayrae had, smirking, blood still thick on her shoulder where she'd wrapped bandages around her wound. "How pathetic do you fairies get? You've fallen for that trick some three times now!"

Gray scowled, pushing to his knees. "Where's Ayrae? And how'd you get here before me?!"

Doppelganger chuckled darkly. "I don't have to answer that- I think I'll let the suspense kill you on that last one. But as to how I got here first, well you used the oldest method of navigating our tunnel system. That old maze was created and enchanted by Kyja herself when she created this entire base for our little guild. The tunnels are ever changing, making it impossible to simply know how to travel through them. No, Kyja designed them that the blood of those bearing her mark may lead them through." She put her hands on her hips, seeming mildly saddened by the idea. "But we got tired of the constant scarring. So, we dug our own tunnel parallel to the labyrinth. A bit of a cheat, but you have to find the entrance. It's shorter, faster- and made it easy to set a little trap here."

Gray stood, now able to see a cluster of Shadow wizards had emerged from the surrounding rooms, sneering at him. Towering above them, the blood red-haired guildmaster stood with his staff, chuckling. "Did you truly thin you could single-handedly take down our entire guild, little fairy?"

Gray stood, hitting a fist to his palm as his hands began to glow, growling, "I don't need help to defeat you weaklings. Ice Make Lance!" Thrusting his hands forward, two dozen ice lances shot forward, two spears rocketing toward each of the Shadows.

Doppelganger growled, "Ice Make Shield!" An almost flower-like shield burst forward in front of her, both the spears and the shield shattering as the other lances swerved through the doorway to hit the other members. Diviner simply said, "Protect me, my children," the small group of dark wizards quickly forming a circle around him, backs to him as they were shot down, acting as a human shield for the guild master.

As they fell groaning around him, Gray growled, "You'd sacrifice your own men just to stay untouched? What kind of guild master are you?"

Diviner simply explained, "They are nothing compared to me. They know they must become the stepping stones to Kyja's rise. Doppelganger, move this obstruction from her path."

Doppelganger nodded. "Yes, Diviner!" Lunging forward, she hissed, "Ice Make Geyser!" Throwing her hands forward, ice burst forward, Gray easily dodging to the side,

Smirking, his hands falling into position, he growled, "You can't beat me with my own magic! Ice Make Cannon!" Only a few feet from Doppelganger, the room was coated in ice, nowhere to go back backwards through the door. Trying to back away, she couldn't move away fast enough to avoid the pointblank shot of ice Gray shot straight at her chest. Flying through the doorway, Diviner side-stepped, allowing Doppelganger to hit the wall, shattering the stone as the girl slumped, groaning.

"Hmm, disappointing." Diviner sighed. "I truly expected more, my daughter."

Doppelganger, pulling herself from the rubble, shaking slightly as she rubbed her chest, her top having been mostly shredded. Quickly waving her hand, Transformation Magic taking over, now in a new shirt. "I'm not done yet, Div-"

Another shot of ice collided with the girl's head, the girl letting out a scream as she was once again forced against the wall, this time breaking through the stone completely, falling into the next room.

Gray, panting and rage in his eyes, grip tight on the cannon balanced on his shoulder. Aiming for Diviner, he growled, "Tell me where Ayrae is!"

Diviner sighed, shaking his head. "I have no time for this distraction. I have preparations to attend to."

Gray scowled. "You've got one more shot to tell me."

Diviner turned toward him, asking, "Tell me, boy: what will you do should Kyja prevail?" Gray's breath seemed to disappear, fear cropping up in the pit of his stomach, though he quickly pushed it aside, but it was too late.

A deep blue mist began to spread from Diviner's staff as it swirled around Gray, the man's deep, booming voice seeming to come from every wall.

 _"Unlock: Terror."_

Gray couldn't explain how it felt, that feeling the pit of his stomach suddenly creeping outward, seeming to freeze every bone in his body. He wasn't used to the feeling of cold- he hadn't felt so chilled since a child, training with Ur in the mountains. His blood turning to ice, his cannon crumbled to nothing as his body began to shake. He couldn't think, he couldn't speak. He didn't even know what he was scared of- but this absolute fear was all-encompassing.

Crumpling to his knees, his body shook violently with the panic, hands clenched on the ground.

Diviner walking forward, he stood over the boy, sighing. "I can't truly hurt you, without breaking my oath. All I want is to raise my Lady to her fullest once more."

A sword's edge appeared next to his neck, Erza's angry tone hissing, "And we want our friend back."

Diviner's eyes widened, Erza's eyes cold as she pressed the blade closer, forcing Diviner to back away from the ice mage. The guild master inquired passively, "What will you do if I refuse, Titania? That is you, is it not? You fairies don't have the stomach for torture or murder." A grin creeping onto his face, he chuckled in his deep bass voice. "Not like Shadows."

Erza gritted her teeth, hands shaking with rage, not noticing the dark scarlet mist leaking from around his hands, curling like a snake around her legs. Eyes filling with fire, anger beyond her dreams flooding from she didn't know where.

She wanted to destroy everything in sight.

Swiping her sword, Diviner caught the blow on his staff, smirking. "It seems you need to calm yourself, Titania. You'll grow careless with your anger."

Erza didn't seem to hear, seemingly unreachable as she lashed out at him. At the same time, Gray was shaking off the fear, Diviner's focus now on Erza. Heart still pounding so fast, it didn't seem to be beating at all, he took measured breaths as he pushed to his feet, leaning against the wall, watching in half awe, half fear of Erza and Diviner's battle.

Erza having chased Diviner into the hall, she swung angrily, without any of her usual precision and grace, Diviner simply dodging every time with ease.

 _Ayrae mentioned he had Emotion Magic, but this... I don't know how to counter it. I just have to have faith Erza can handle this while I get out of range and find Ayrae._

Racing out of the room, he dodged around the corner, leaving Erza to her battle, eyes tearing over every door, trying to find some hint to where she could be. Finding himself at the end of the living quarters, there was a T in the road- the corridor he was on and one running perpendicular to it.

Looking side to side, it was a split second decision to go to the left, racing down the hallway. Running as fast as he could, it wasn't long until he ran straight into the center of a massive, circular arena. Sand coating the ground, a twenty foot wall of stone raised a complete ring of spectator seats around the arena.

Standing in the center of the arena, he could see some of the sand was still colored with red, the walls of the arena scratched and stained, the red too deeply ingrained in the stone.

 _This is it. This is where Ayrae... Shit..._

However, Gray shook off the realization of just how real her pain here was. He needed to find her. There were two tunnels into the arena, one of them he'd just emerged from. Racing to the other side, he emerged in what seemed to be almost a locker room.

Opening every door, inside was always the same. A bench, white robes- some stained with blood, and a set of shackles hanging on the door.

Yet opening the fifth door, he found a girl, loose black robes as her clothing, styled gemstones used to pin her black hair into an elegant pile on the top of her head. Yet despite her seemingly royal attire, her eyes were bloodshot, her cheeks tear-soaked.

"Rae!"

Black eyes widened in surprise, Ayrae shooting to her feet. G-Gray?"

Gray knew this time. This was no illusion or trick- this was his Ayrae.

Grinning, he lunged forward, pulling her into a hug. "Damn it, you idiot!" He tried to hard to sound angry, but he couldn't stop the relief from draining into his voice. "You ever run off like this again, and I'll freeze you to the guild's floor, ya hear me?!"

Ayrae, still froze in place, staring at the doorway where Gray had appeared. "Y-You're here..."

Gray, pulling away to hold her at arms length, smirked. "What, you thought we'd leave you here? Rae, if you _died,_ I'd freeze Hell's flames and drag your sorry ass back home."

Ayrae felt the tears begin to streak her cheeks once again. "... Gray, you have to leave."

Frowning, Gray narrowed his eyes. "Without you? Not gonna happen."

Ayrae insisted, "You can't stay here, alright?! I don't need saving this time! I _chose_ _this!"_

Gray growled, "Knock it off with this bullshit, Rae! You know I'm not budging! You're coming home and that's final!" His hand slid to her wrist, though instead of soft bandages, he found cold metal. Brushing away the sleeve of her robes, seeing the black manacles he'd found in every other room. "Is this why?" Frost spread from his hands, the metal becoming brittle as his grip tightened, forcing the ice to shatter, the metal falling away with it. "There, problem solved! Now, we have to get Erza and go-"

"Not this time, Gray." Ayrae wouldn't move, staring at the shards of metal scattered across the floor. "... This is my fate."

Gray groaned. "Why are you being so stubborn about this?! You have the chance to come home! Everyone's out looking for you, wanting you to come back! Why are you the only one who doesn't want the same?"

Ayrae pleaded, "I do Gray, I really do, but I made a deal! This is how I protect you all!"

"What are you talking about?"

"It's simple, Gray. My life for the lives of every other Fairy Tail wizard." Gray tilted his head forward, bangs shadowing his eyes, teeth grit. "You have to understand, Gray. This always was my battle, not yours- not any of yours. My life will end someday anyway- at least this way, it means something. Now, you have to get Erza and-"

"Is that it?"

Ayrae blinked, surprised by the sheer rage in Gray's voice that made his tone shiver. "Gray..."

"Is that what you think? You don't think this involves us? You don't think we want to protect our own?" Looking up, Ayrae felt her heart start to shatter like her chains at seeing the faintest glimmer of tears in the corners of his eyes. "You think your life is worth so little?! You know, you need to learn a lesson I got awhile back- you don't die for your friends!" His hands clenched into fists, mist formed in the air as it began to crystallize. _"You live for them!""_

Ayrae closed her eyes tight, turning her head away, trying to stem her tears. "Stop, Gray."

"Wake up, Rae!" His hand reached out, fingers intertwining her hers, Ayrae's heart seeming to try and piece itself back together. "Come and live for us. Because we live for you."

Rae couldn't stop the tears that joined the rest falling from her eyes, dripping and turning her black robes even darker. "Damn... Damn it, Fullbuster."

Her fingers tightened on his hand, the two holding tight to one another, Gray smiling as her grip failed.

She was going to listen to him. She was stubborn, but now, maybe he could convince her to leave.

"Unlock: _Agony."_

An acidic green mist swirled around Gray, tightening around his neck like a noose. His hand pulled from Ayrae's as pain racked his body, his vocal cords straining as he cried out in pain, his hands pulling at the mist with futility.

Ayrae's eyes wide, she rushed forward to help, quickly finding Doppelganger between the two of them, blood still dripping from a massive cut across her forehead. The scarlet liquid leaking into the corner of her mouth, she licked away a drop, grinning. "Hey, _little sister."_ Her fist collided with Ayrae's stomach, knocking the wind out of her as the Shadow wrapped her arm around Ayrae's neck with the other holding an arm behind her back, swiftly snatching another set of manacles off the wall and snapping them on Ayrae's wrists.

Gray finally collapsed from the pain, the mist fading away, Diviner entering the room proudly, chin tilted toward the ceiling. "Oh, it seems that you tried to escape. A clear violation of our agreement. It appears our bargain is null and void, little girl."

Ayrae tried to lunge at him, Doppelganger holding her back, hissed, "You know that's not true, Diviner! You're breaking Kyja's First Law- talk about a fucking hypocrite!"

Doppelganger actually seemed slightly on edge at this. Eyes avoiding her master, she softly said, "Master, it is her law. You know little sister wouldn't have actually left, yet you violated the-"

"Silence!" Raising his staff, Doppelganger winced, lowering her head slightly. "You would question me? You don't deserve to be a Shadow of our Queen." Looking to Ayrae, he grinned. "Now, we strike a new deal."

Putting the end of his staff against Gray's neck, the man chuckling. "Now that there's no Magic Council to breath down my neck, I can follow through with my first plan. Now, you can either willing merge with Kyja, or I'll be forced to kill the fairy."

Ayrae once again tried to lunge forward, yet Doppelganger used her immense strength, easily holding her back. The manacles, Magical Sealing Stones, blocking her powers, Ayrae had little chance to fight back. "Stop, you can't hurt him!"

The mist gathering around Diviner's staff was purple, though darker than when he had used his magic at the Fairy Tail guild hall. "Yet I don't hear your agreement. I suppose I'll have to grant eternal rest-"

 _"No!"_ The tears in Ayrae's eyes gleamed, her body shaking with the her raw refusal. Letting her head hang, she softly agreed, "I'll do it. But you have to send him away from the guild, now!"

Diviner smirked. "I'm afraid you won't be making the terms of this agreement. No, these are my rules, little Shade. He'll live, should you give yourself to Kyja."

Droplets splattered on the ground below Ayrae, the girl trying to keep the tears from flowing so heavily. "... I suppose I don't get a choice anymore."

"No, Shade. You don't." Looking to Doppelganger, he nodded. "If you would."

Doppelganger, head still low, nodded in response as she let go of Ayrae, grabbing yet another pair of shackles, she quickly snapped them around Gray's wrists, never looking up from the ground. Diviner walking away, Doppelganger dragging Gray by the chains of his manacles, Ayrae's fists tightened behind her, the girl trying to stem her tears.

 _Why am I crying so much? I never feared death before, always staring it in the face. So why am I so scared now..._

Watching an unconscious Gray being pulled away, his fate unknown, she felt the answer swelling in her chest.


	34. The Monster Within

**Okay, so this chapter was an absolute BEAST to write. There was so much more, I wanted to include, but I didn't want to drag this out, not when this already was a massive chapter. Thank you all for being so patient- I really think you'll find it was worth the wait!**

 **I promised this chapter for the 100th follower celebration, but I finished this with 98 and figured: I wanted to release this as a gift _for_ you guys. What kind of author would I be if I held it back just because I wanted to meet a quota? So hey, got this a bit early!**

 **Nightmare: Thank you for your constant support!**

 **Dragonlady: Here is more!**

 **Lynn: It's not your obligation to review- it's my privilege to read what you have to say! Thank you so much for always giving so much feedback- it really does help. I think you'll be happy to see what I did with the characters, and I assure you, this isn't the last of Doppelganger.**

 **Without further adieu, read on!**

Night was falling, Ayrae standing in an outdoor garden, long since withered away.

The once pristine white marble walls were crumbling and dirty, the once flourishing bushes of roses and rows of lilies all long since dead. The pool of water had turned a dull gray, the lotus flowers had disappeared completely.

Standing near the far side of the garden, she stared at the only thing in the garden that appeared new and well-cared for- a gravestone. Simple stone engraved in messy handwriting, Ayrae's eyes were trained on the words.

 **Briar**

 **?- X773**

 **Our Mother**

Tears in her eyes, Ayrae softly asked, "Was this you?"

Behind her, Doppelganger stood with arms crossed and eyes closed, trying to keep her facade of uncaring from falling. "Yeah, so? She was the closest to a mom we had, so I gave her what I could. Why does it matter?"

Ayrae couldn't help but smile slightly. "It gives me hope that you're still the girl I grew up with. You were different back then- back when we had Briar."

Doppelganger let out a "tsk" of annoyance, turning her head away. "Yeah, and you were a pathetic little brat. At least you've got some guts now."

Ayrae couldn't hold onto her smile. "... I suppose none of us are quite the same."

Doppelganger growled, "Of course not- some of us are six feet under nowadays, little sister."

Turning toward her sister, Ayrae narrowed her eyes. "And how do you think they feel about that? About all we did?"

Doppelganger's eyes shot open, their changing colors settling on a dusty gray. "... Shut up. They don't feel anything, alright? They're dead, so move on."

Ayrae demanded, "And who's fault is that, Kara?" It wasn't even an accusation- it was a question. Her plead of whether she should blame herself or another for the death that had unfolded around her.

Doppelganger snapped, "Don't call me that!"

Ayrae reminded, "Briar knew all of our real names, and she told me yours. Why won't you accept you're better than this group of murderous outlaws and leave?"

"Because I don't want to live some eight years of my life being hunted before I get caught and _die!"_

Silence took the garden, the two refraining from speaking until-

"You know, I sometimes wish you'd died that day, little sister."

Ayrae blinked, turning to face her old friend. "Doppel..."

Doppelganger glared at the ground, ever-changing eyes pausing on a fiery red. "You and Gale Force... you both were always too soft. You aren't a murderer. You're not like I am. You would've been better off never making it to this point."

Ayrae softly breathed, "Kara..."

Doppelganger suddenly turned her glare on Ayrae. _"Don't call me that."_

Ayrae gently insisted, "You know that's your name. Briar gave me our names as a gift before she died, Kara."

Doppelganger hissed, "And I don't want it! I don't like being a murderer, but I'm still a loyal member of Demon's Shadow, and we don't require such attachments as names."

Ayrae sighed. "If you say so. I don't think I have enough time to change your mind."

Doppelganger scoffed, crossed arms tightening. "Even if you had eternity, you couldn't sway me. Didn't I prove that back when you tried to escape?"

Ayrae, looking back to the grave, blinking to keep her eyes from tearing as her fingers traced her scars thoughtfully. "... Diviner trusts you. Please... can you tell me who it was? Who left me here? If he's told anyone, it's you."

Doppelganger averted her gaze from Ayrae's back, voice subdued. "You know I can't do that."

"... It's fine. I just hoped to know before I die."

Doppelganger, almost desperately, insisted, "You're so dramatic, Shade. You won't die and you know it. It's just sharing your body with Lady Kyja, the greatest honor within the guild!"

Ayrae inquired, "And you'd be happy to watch me like that, like _she_ was? Running around the continent, destroying everything in sight, killing with an honest-to-god smile on my face... Would you be proud of your little sister for the 'honor' she's won?"

Doppelganger wouldn't give an answer or eye contact, completely shutting Ayrae out. Yet Ayrae didn't seem affected. Looking longingly at the gravestone, she softly said, "Thank you for letting me come here before tonight."

Doppelganger seemed to ignore her, simply turning back toward the dark entrance of the tunnel leading into the garden. "Just come on. Now that night has fallen, it's time."

Ayrae slowly nodded, looking to the walls of the garden. Cracked and crumbling, one could even fit through some of the passes. Yet Ayrae couldn't even consider running again, no matter how terrified she became.

Turning around, her soft footsteps sent her slowly trailing Doppelganger, eyes trained on the ground, hands still clinking with the chains that bound her wrists behind her back.

 _So this is how it feels to stare at oblivion... It's a funny feeling, seeing the end of everything and still feeling more alive than ever. I guess that just goes to show just how much it all means to us in the end, and how much we'll give to protect what we love._

* * *

It was a long walk, through the winding tunnels that had brought them to Briar's old garden, weaving through the living quarters that still lay in tatters from Erza's battle with Diviner.

Looking at a sword still impaled in a wall, Ayrae felt her heart flutter. _Erza... I wish I knew what happened to you. They won't tell me how the battle ended, where you are... Damn it! I swear if they managed to catch her too... Diviner's already broken Kyja's Law, the most sacred belief of the guild. If he'll do that, I don't know where he draws the line anymore, if he does at all._

Fingers curling around the chains, her hands kept the metal from jingling so loudly in the stone hallways.

Emerging from the hallway, Doppelganger stepped off to the side as Ayrae stared out at the cavernous room. Dome-shaped, it was a massive room, easily two hundred feet to the ceiling. The sleek white marble floors streaked with shoots of black melted into the black marble ceiling. In the center of the room, a dais rose in a circle, an altar gleaming white. A thick, battered book sat on the table, bound in leather, gold bands on the spine and a single name written in large, scrawling letters on the front: Kyja.

Encircling the altar, rows of seats were laid out, the entirety of Demon's Shadow sitting, watching Ayrae with hungry eyes. It was easy to see in every one of the fifty members: they wanted to see the rise of a goddess.

In the row closest to the altar, Diviner stood with a smug smile, Gray still chained and kneeling, albeit awake now. Seeing Ayrae, he roared, "Fight back, Rae! You're not allowed to give up like this!"

Doppelganger's steady hand between her shoulder blades and pushing her forward, Ayrae's eyes were almost too revealing- she was terrified, desperate, anguished. But behind all of the tumult, there was something still left of the Ayrae he'd always known- the determination and fire to rival even Natsu. "I'm not done, Gray. Not by a long shot."

The ice mage couldn't understand- what the hell was she talking about? What was she planning?

Diviner, smirking, stepped forward, the three of them meeting at the altar, Ayrae's eyes trained on the book before her. The worn cover was torn and scarred in several places, the black ink slightly faded, yet it held together incredibly well.

Diviner coolly glanced to Doppelganger. "Dear, if you would."

Doppelganger nodded slightly, hand shimmering with light as her fingers curled around the chains connecting Ayrae's manacles, easily snapping the chains, despite the magic-restraining chains still clung to her wrists. Hands now free, chains still swung from her wrists, a shaky hand reaching for the book, chains clinking gently.

Diviner moving back, Doppelganger right behind, Gray thrashed against the chains, yelling angrily, "Rae, stop this before it's too late! We can still w-"

Diviner gestured to Doppelganger, the girl quickly wrapping a strong hand around Gray's mouth, effectively quieting him. Still he fought against his chains, biting down on Doppelganger's hand, yet she seemed completely unaffected by his attempts to escape. Nothing seemed to get through to her, the girl's changing eyes glimmering strangely as she watched Ayrae.

Fingers tracing the edge of the book, it was almost like she was in a trance, her gaze having gone almost blank, her fingers turning the first page. Small letters coated the page, elegant and curling words dancing across the parchment.

The entire dark guild seemed to hold its breath, anticipation in the air. Gray strained against the chains, throwing himself against them, but he was helpless against the strength Doppelganger was using, and without his magic. He could only watch as Ayrae slowly flipped the pages, stopping a few more into the book, her hand smoothing out the page. The voice that spoke seemed to be two at once: that of Ayrae, and the voice he'd heard only a few times, the one he knew to be Kyja.

"I call to thee, Queen of Mortals. I ask for your power, that you infuse me with your strength. I summon you, First of Demons, Parasite to Men, Embodiment of Chaos, and Queen of all Humanity,"

Ayrae closed her eyes for a moment, speaking in only her own voice.

 _"Kyja."_

Crimson light flooded from the pages of the book, the parchment suddenly flipping rapidly toward the end as Ayrae's eyes flicked open, blood red. The light swirled around Ayrae, the light funneling itself into the lacrima within her arms, another ray of light standing apart from the rest. Bright white, flickers of black inside, it seemed to thicken into the form of a snake, writhing through the air, entwining itself around Ayrae's arms.

For a moment, the red of her eyes flickered, terror filling her gaze as the light wound its way around her throat, its fangs biting into her neck, the light disappearing as it squirmed into the lacrima at the base of her neck. Lacrima in her arms pulsing a blinding red, the one in her neck black and white as it cast its light across the room.

Ayrae gripped her head, screaming in pain as the change began. Horns began to sprout from her forehead, curled and gleaming chestnut as they stretched to the sky. Scales crept downward from the base of each horn, a strange mixture of scarlet and gray across her forehead and the edge of her cheeks, biting into the scars across her face. Her black hair stood on end for a moment, her usually sleek waves tangling themselves into a messy, yet elegant pile behind her fully-formed horns.

Tears broke in the back of her robes, wings slowly stretching outward. Wings like that of a bat, their spiked edges jutted outward, stretching until they were reaching ten feet across, the stronger, bone-supported sections of her wings black and fading to gray as her wings turned to the thin skin allowing flight. From the very base of her back, a thick tail sprouted, reptilian and black as it curled around her feet.

Her forearms and hands began to grow, shattering the shackles on her wrists, gray scales spreading from her elbows to her fingers, her fingers fading to curved claws. The scales spread from each lacrima and crawled around her ankles to her knees. She rolled her jaw, another cry of agony tearing out of her throat as her teeth sharpened to canines and a red vein-like tube- the connection from Kyja to Ayrae's mind- spread from the lacrima in her neck and into her skin, her lacrima suddenly going dull as she slumped forward, leaning against the table, panting.

Doppelganger, her shock having set her off-guard, had let go of Gray, stood staring in awe at the girl, Gray completely still.

 _She- She has to be in control. Just because she transformed, doesn't mean that this is Kyja! This could still be Ayrae!_

Diviner timidly called out, "My Lady?"

No answer came, only heavy breathing as clawed hands curled into the marble, slowly cutting into the stone.

Diviner, eyes wide, once again spoke, "Kyja?"

 _BAM!_

A scaled fist slammed down next to the book, shattering the marble in the shape of her fist. An elegant, sleek voice hissed as regal as a true queen, "You will speak to me with due respect, little shadow."

* * *

 _Darkness. I wasn't used to the feeling of darkness, not being able to see straight through the blackness. No, this time it was all-encompassing. I couldn't see anything, I couldn't feel- I couldn't even move. I was simply existing in this vast emptiness._

 _A voice. There were voices somewhere, echoing around me! Where were they coming from? I could go to them, I could find something other than this void..._

 _"I'm afraid this is all you have now, child."_

 _I wanted to look around, but there was nothing. Yet I could feel something now- there was a sudden pressure on my hand, though it felt... muffled._

 _"Yes, you're starting to understand. You don't have the power I do, thus you're the one trapped now." An echoing, chilling laughed seemed to fill the emptiness for a few moments. "And you have so little strength in this realm, you won't even be able to whisper to me as I did to you, little one! Though I'll grant you this solace..."_

 _The void started to clear like fog, dispersing slightly to show there was something... I could see the chamber, I could see a hand, scaled and monstrous... and from the lacrima in the wrist, I only had to assume it was mine._

 _I wanted to scream, to demand what Kyja thought she was doing, but I couldn't speak. I completely froze as I was._

 _"Sorry, little one. You can watch all that I do, but you can't control this body any longer. That is my charge now, Shade. Just relax, and enjoy the show."_

 _I was trapped in the deepest reaches of my own mind... And this was the end._

* * *

Gray felt his blood go cold, freezing in his veins, his heart pounding too fast. _No. No no no no no no no... Rae, this isn't right. This isn't you!_

Diviner fell to his knees immediately, the rest of the guild imitating him as he hurriedly apologized, "I'm sorry, my Lady. My deepest apologies for the disres-"

"Oh, just silence yourself." Standing straight, Kyja turned to the guild master, looking down her nose at him with eyes of pure crimson, no pupils to be seen, only pools of blood-red disgust. "And to think I entrusted you the role of my lead shadow."

Diviner bowed his head even lower, forehead only a foot from the ground. "Forgive me, my Queen. I beg you for mercy."

Waving a scaled hand, Kyja let out an annoyed breath. "Did I not tell you to silence yourself?" This effectively quieted the master, Kyja cracking her neck eagerly, a horrifying grin spreading across her lips. "Ah, it feels wonderful to feel like me again. Though this new power could take some getting used to, especially when added to mine." Interlocking her fingers, her scales scratched against each other with a sound like metal on metal, pulling her hands apart and holding a palm toward the ceiling in front of her. "Let's see, I believe it goes like... Pitch Black Cannon."

The small orb of black over her hand suddenly erupted into a column of black shadows that tore into the sky, destroying the ceiling, vaporizing every piece of rock, the shadows tearing through the sky. Soon, there was nothing except a hundred-yard hole where the ceiling used to be, growing wider as the column of shadows expanded.

Closing her hand into a fist, she cut off the shadows as she let out an irritated sound. "And I thought it would be stronger. Pity."

Gray, finally snapping out of his stupor, inquired, "Rae? Can you hear me?"

Blinking, Kyja turned with an arched eyebrow at the Fairy Tail wizard. "Hmm? And who is this?"

Diviner quickly answered, "A Fairy Tail wizard, my Lady. He attempted to interfere with the ceremony, and so we used him as leverage to achieve the host's assistance."

Kyja immediately looked away from Gray, seeming completely unconcerned with the ice mage. Instead, she turned her sights on Diviner, red eyes seething. "Well, no matter. We have other matters to think about. Stand up, you little worm."

Diviner almost fell over as he stood quickly, keeping his head bowed. "Yes, my Lady." Eagerness in his voice, he obviously expected nothing short of Kyja's highest praise.

"You pathetic fool. You've caused the most trouble of any guild master I've ever instated." Slowly walking down the steps, her scaled heels gently tapping on the stone. "First, you allowed my previous host to become... unruly. Then, you permitted my current host and one of the victors of the Trial to walk out the door, one only found after _nine years_ of leaving me split in two, the other still missing. And your worst crime..."

Suddenly, she was in front of Diviner, rapidly lashing out and closing her clawed hand around his throat easily, lifting him as if he were a feather. Grasping at her hands, he gasped for breath, the guild holding their breath, watching in terror.

Kyja's eyes were slits of red, burning with rage. _"You broke the single most important law I created._ You swore an oath not to harm the Fairy Tail wizards and as annoying as it might have been, you couldn't be bothered to hold to your word."

Diviner wheezed, "Please... forgiveness..."

Kyja let out a cold laugh. "You idiotic fool. There's never been that much mercy in my soul, and there's little left now. No, all I have for you right now is rage. There are no words for this anger." Her grip tightened as shadows leaked out around her.

"So I'll simply say goodbye." Claws drove into skin, as scaled hands crushed inward, the only sound that of horrified gasps among the guild.

His staff clattered to the ground as Kyja dropped him, a dull _thump_ resounding has he hit the ground, eyes empty. Doppelganger shook, swaying on her knees and steadying herself with one hand, Gray's jaw hanging as he tried to find words, tried to find something to say. Yet there were no words.

Turning to Doppelganger, Kyja coolly went on as if nothing had happened. "The memory of this host tells me that you were the runner-up in the Trial?"

Doppelganger nodded slowly, not seeming to be breathing as she stared at Diviner. "Y-Yes, ma'am."

Kyja gave a slight smile, sly and cold. "Then congratulations on your promotion, my little shadow." Her scaled tail curled around Diviner's staff, lifting it and offering it to Doppelganger. The girl seemed to look between the demon, the staff, and the fallen master for an eternity before her fingers slowly curled around the staff, her head bowing.

"I'll serve you to my best... Lady Kyja."

* * *

 _My hand had tightened. I'd felt it, I'd seen it, I'd hear the sound. I wanted to scream, cry, shout, throw something, do anything! I couldn't be trapped like this forever! I couldn't just watch Kyja commit atrocities wearing my face, using my hands! The last host... She'd resisted. I could as well. I just had to figure out how to do-_

 _There was a sudden pain in my forehead, still muffled but much stronger than when Kyja had hit the altar. Trying to push the burning feeling away, I watched as Kyja looked upward toward the origins of the blast, finding-_

* * *

"Natsu!"

Gray looked up to the massive hole Kyja had created, seeing a mass of people had gathered on the edge. Dropping down the shattered ceiling, a pink-haired boy quickly landed, the marble cracking underfoot as he did, just across the altar from Kyja. Dark eyes met red, Kyja's usually calm expression cracking. Her sly smile turned to an irritated scowl, eyes narrowed with barely contained rage, hair smoldering from the flames that had fallen from above. "Insolent little fairy. The minute I install a skylight, you have to rudely drop in."

Natsu quickly took in Gray in the background, eyes honing in on the scars across Kyja's face, quickly realizing what had happened. Voice dangerously low, he growled, "Give Ayrae back her body and I might not burn you to a crisp." His fists lit with dancing flames, the light casting shadows across his face, the rest of Fairy Tail dropping down, the Demon's Shadow wizards rushing to battle.

Kyja glared at him, yet as she looked at his eyes, she suddenly grinned. "Ha! Dragneel, aren't you? Oh, fate is a fickle friend of mine."

Natsu roared, "Either fight or give up, now!"

His fist came down on the table, his fire almost touching Kyja's book, though her tail quickly snaked out and yanked it off the altar. Tail handing off the book to her hands, Kyja ran her claws gently across the cover, chuckling as if Natsu had just told her a joke. "I wouldn't be so rash to fight, Dragneel. After all, this is still Ayrae in here." She put a hand to her head, a claw tracing the scar across her cheek. "You can't truly hurt me. I'm a parasite, you see. I live connected to my host, yet separate. I am within the lacrima, simply controlling her actions, not inhabiting her body." With a blood-freezing smile, she looked to Natsu as if she'd already won. "In other words, should you attempt to hurt me, I feel none of the pain, I take no damage. Your little friend, on the other hand... Well, I should hope for your sake that you're as weak as you seem."

* * *

 _No! They can't fight Kyja! No, this was all wrong! They have to stop before someone is hurt! I couldn't live if I knew this was my fault! Damn it, why did I think I could overpower Kyja once she took over? I needed magic to keep her back when only a fourth of her consciousness was even in the lacrima! Still, I was trapped, watching as Kyja gloated over her assumed victory._

 _"Quiet yourself, little one. It's going to be a short, bloody day."_

* * *

Natsu's flame flickered, his breath halting at the news, a battle beginning around them, Natsu considering the fight for half a second before he growled, "Then I'll just have to singe you right out!"

Fairies fighting shadows, it was chaos as the black-robed wizards fought to regain their temple. Magic flew through the air, Juvia slipping through the crowd to find Gray. Swooning, she gushed, "Gray, my love!"

Shaking off his shock, Gray looked to the water mage. "Juvia, get me out of these! They're magic-proof chains!"

Looking at the chains, Juvia nodded eagerly. "Of course, my love!" Going behind him, she found the chains were held together by a simple padlock, though she couldn't imitate a key, to her dismay. "I-I can't unlock it!"

Among all the noise, Juvia could hear a soft ringing behind her, like metal and stone. Whirling, she found herself face to face with Doppelganger, dark eyes glaring from under the shadow of the tattoo's wings. Yet as Juvia prepared to attack, Doppelganger kicked something on the floor forward, brushed shoulders with a Demon's Shadow wizard, and suddenly disappeared.

Juvia, blinking in confusion, looked down to see a small gray key at her knees, seemingly the right size to fit the chains. Not questioning her good fortune, the girl happily placed the key in the lock, twisting once and the chains came unclipped, falling away and freeing Gray completely. Standing, he gave Juvia a nod and a rapid thank you before taking off into the heat of it.

Kyja had taken to the air, casually dodging the bursts of flame that flew from Natsu's fists. Kyja sighed, brushing back a strand of hair, her claws scraping against the dusty scales on her forehead. "And to think I actually believed you could pose a challenge to me. Oh well." Extending her arm, her reptilian hand was pointed downward to the many people below, dark light gathering in her palm. "I suppose I'll just have to destroy all of you humans."

Gray stepped forward, yelling, "Wake up, Rae! You're stronger than any demon!"

"Your faith is endearing- it's really unfortunate I find anything endearing quite annoying." Kyja narrowing her eyes with a cold smirk.

"Arc of Night: Concentrated Blackout."

* * *

 _No! You can't hurt them! Stop! I had no consciousness of what was happening beyond that if Kyja used that attack, she could kill them. For a split second, the lethargic feeling of my body faded only in my hand, just before it set back in with exploding pain, all my awareness suddenly shutting down with the agony._

* * *

Just as the blast was about to tear loose, Kyja's fingers suddenly closed like a fist, the attack backfiring. The shadows ripped through her scales, Kyja dropping a few feet in the air. Looking at her hand, the remaining skin was shredded while the scales that hadn't been destroyed smoldered. Clenching her bloody fist, Kyja scowled, anger flowing off her in waves as she glared at her steaming hand.

"Little brat... You won't be taking control."

Gray's breath seemed to hitch, realization dawning. _Ayrae... She broke through._ Turning to Natsu, he felt a new energy coursing through his veins. "Rae took control for a moment- I'm going to give her an opportunity to do it again!"

Natsu grinned. "Then I'll light this place up!"

"I've got this, flame brain! Go help the others!"

The Fairy Tail wizards seemed to be keeping up rather well with the Shadows, their numbers slowly fading, yet a few were giving a strong fight. Celest had summoned a Celestial spirit, two enormous fish swerving through the cavern and knocking swaths of Fairy Tail wizards back in every swipe, Natsu running straight for the white fish and screaming loudly with flames spewing. Makarov currently duked it out with an angry cluster of wizards, a particularly nasty Mirror Magic-using wizard reflecting his every attack. Cana, Macao, Wakaba, and Elfman were each carving their own path through the enemy, Mirajane currently in Satan Soul form and outside while in aerial battle with a wind wizard. Shadow Gear had been stuck in a corner before a certain metal-using man dove into their end of the fray, Erza having reemerged and now tearing through any wizard in her way, Lucy close behind her with Taurus.

On the other end of the battlefield, Lucy practically hugged Erza's back, the battle too wild for her taste. Taurus was doing a good job ripping through the chaos, but it wasn't enough to calm the blonde's nerves. She wanted absolutely nothing to do with melee fighting, the style completely out of her magical comfort zone, her plan of staying with Erza the best she could think of. As Erza's Heaven's Wheel attack shredded through a Solid Script wizard's words, Lucy meekly asked, "Can't Gramps just use the Fairy Law spell and get rid of all these guys?"

Erza spared a quick glance to the master, slashing her sword across a Beast Soul wizard's back, all the while calmly explaining, "I know he would if it were possible, but it seems Ayrae has merged with Kyja. I don't think he would risk what it could do to the two of them in one body." With a worried glance to the girl she'd called a friend, now scaled and cackling, she couldn't quash the fear that she couldn't fix this. "We have to find a different way to free Ayrae."

Erza kicking an illusion wizard in the face, Lucy pulled out a new key, swallowing her fear. "Then I guess we should clear these guys out so we can focus on Rae! Open, Gate of the Archer-"

The rest of the guilds raging around him, Gray's only focus was on the demon floating above, spiked wings swaying gently to keep her in the air. _They look nothing alike, yet... I can see she was made by the same man as Deliora. A demon of destruction and a parasite... They have nothing in common except whoever was so horrible, he wanted to make such monsters for the world._

Kyja lowered her injured arm to her side, no pain in her gaze- only anger and annoyance. "This distraction has become an irritation."

Gray ignored her, calling up, "Rae, you can hear me, can't you?"

Kyja rolled her eyes, crossing her arms, not even a wince at her injured arm touching her rough scales. "Foolish little fairy. The host is no more than a ghost in the back of my mind now."

Gray still wouldn't acknowledge the demon, yelling, "I know you can! Come on, give me a sign you can hear me!"

Kyja started to laugh, yet her voice started to peter out, eyes lessening in how narrow they were. Gray, taking this as a good sign, insisted, "You're stronger than this, Rae! Fight this and _wake up!"_

Kyja's wing beats slowed down, slowly drifting downward, her eyes slightly glazed over, the word barely slipping out her lips: "Fullbuster."

Gray brightened as Kyja floated barely above him, looking curiously at him. "Rae-"

A scaled tail crashed into his chest, Kyja laughing as Gray skidded across the ground, crashing into the altar. Completely normal, her red eyes sneered down at Gray as she rose higher into the air once again. "You little fairies are so predictable! You really thought you could just 'talk' your little friend back? She's gone, little fairy. Now, it's only Kyja."

* * *

 _There was yelling. Someone was speaking, but I couldn't make out the words. All I could think of was the pain, the darkness surrounding me. I couldn't remember why I was here, what I'd been doing. I'd been focused on something, I really wanted it! ... Yet it was gone. I couldn't pull together my thoughts beyond the confusion of the pain and the never-ending night around me. It would be nice just to rest... Just to close my eyes, tune out the voice completely. Just... sleep until it was over..._

"Never!"

 _The voice was back... but clearer. It echoed through the darkness, a name suddenly coming through the pain, a name I could put to the name: Gray._

* * *

"Never!" Gray pushed to his feet, shrugging off the rubble of the marble as he stood, glaring at the demon. "Ayrae would never just let you win! She's stronger than you could ever imagine! She's one of us!"

Kyja rolled her eyes, unimpressed. "Hmm, you were starting to be entertaining, then you opened your mouth again. Oh well, I suppose this is a good time to-" A swath of arrows ripped through the air toward her, Kyja easily dodging. Red eyes tore across the ground, looking for the origins. "Who would dare to attack me?"

Lucy, standing next to Sagittarius, returned the demon's gaze with bravery, brown holding strong against red. "We would! Now let Ayrae go!"

Kyja, looking around, let out a low growl akin to the sound of a lion. All around the temple, her Shadows were scattered, unconscious and defeated, a handful racing out through the tunnel, escaping Fairy Tail's wrath. Now, Kyja flew in a room dominated by fairies.

Makarov, still in Giant Form with his head barely below the partial ceiling, booming with rage, _"YOU WILL RELEASE MY CHILD AT ONCE!"_

Kyja glared around, absolute rage in her eyes. "You... You little fairies would dare to hurt my Shadows?! You would threaten the Queen of Mortals?!" Rising higher, she hit her knuckles together in the fashion Ayrae would, a black glow surrounding her.

* * *

 _This magic... It was familiar. It was mine, in fact. Kyja was using my magic against my friends, and I was stuck in this darkness, useless! Why couldn't I do anything?!_

* * *

"It's over for you pathetic creatures! I don't need to worry about the repercussions for my actions this time. Now, it's over!" Hands suddenly flung to her sides, fingers extended over the entirety of the guild below her, a horrifying grin lit her face, the shadows dancing across her wrathful gaze, triumphant as she looked down at those she believed she'd already beaten.

* * *

 _Wait, this stance... This magic... No. No no no no no, she wouldn't! I swore I'd never do this again! I'd never hurt the people I love, I can't do something like this!_

* * *

"Let all within my power's sight be silenced by the night's embrace..." The shadows began to flood from her, reaching out across the walls, blotting out the moon above, darkness enveloping the room. Suddenly, no one could see anything except the seal of magic at Kyja's feet and the dark light it cast upon her horrifying eyes. Yet while others panicked or prepared to fight, Gray simply stood strong, staring upward. _Rae... I know what this is. And I know you'd never let Kyja hurt any of us._

* * *

 _NO! This spell will kill everyone, I can't do this again! I can't lose everything again, I CAN'T!_

* * *

"Allow nothing to escape my wrathful gaze." Kyja's hands came together in front of her, overlapping as they pointed to the center of the room, the shadows around her filling with a blood red spark. "Advanced Arts: Night's Si-"

And nothing. Her voice simply wouldn't work, the spell faltering and the shadows flickering transparent with the halt. Kyja's eyes bulged with rage, trying to speak the word to end every life- yet the most she could do was mouth it. The seal disappeared completely as she clutched at her throat, scaled hands shaking with fury.

* * *

 _I didn't know how I was doing it, but I had feeling again, scattered throughout my body. A finger, a knee, one of the wings I'd grown... and my throat. I refused to let her speak, I absolutely won't let her hurt the people I love! It isn't going to happen! Not while I can still breathe!_

* * *

Shadows completely disappearing, the guild wizards stared in confusion, Kyja's wings beating at off intervals, one barely moving and the other flapping rapidly to make up the difference, her scaled hands still at her neck, shadows still persisting around her despite the spell's failure. At seeing how futile her approach was, her gaze hardened, a new solution appearing to her. A quick flash of black, her fist colliding with her own gut, tearing her robes and leaving half of her abdomen exposed and bleeding. Completely unperturbed, she straightened what was left of her sleeves with a satisfied sigh, her wingbeats falling back into rhythm. "Ah, much better. Now, I believe I was about to kill every one of you."

* * *

 _Suddenly, pain burst through their body again, everything going numb. I couldn't feel anything except the pain that clouded my mind, tearing my thoughts apart before I could even think them. There was nothing in my mind, everything going dark again. Muffled voices spoke, a garbled sound like static in the background, all of it beyond my senses._

* * *

Natsu yelled angrily, "You're wrong! Nothing breaks a Fairy Tail wizard- especially not something as pathetic as you! You can't even exist without someone to steal from!"

Kyja chuckled, clearly amused. "Is that what you think? So uneducated, boy. And I thought Igneel taught you."

The nerve was struck, and it clearly showed on Natsu's face, shock spreading like a ripple across water. "You... You knew Igneel?"

"Knew? I still do, Firefly. The Fire Dragon King, a bit of a strict one, but he always had a soft spot for your race. In fact, if I were in the mood, I could tell you exactly where he is." A cruel smile on her lips, she put a hand to her chest in mock grief. "But unfortunately, the only way I'd ever tell you is if you beat it out of me, and well, you can't exactly do that. All this pain goes directly to the host, remember? I feel nothing."

Natsu suddenly was rocketing through the air toward her, fists flaming. With no intention of hurting Ayrae, there was a small bit of him hoping it would intimidate the demon. _"Tell me where to find Igneel, right now!"_

Yet Kyja easily swatted him into the wall with her tail, giving an exaggerated yawn. "I'm afraid your little attempts at postulation won't be working on me, Firefly."

Natsu shattering the stone at Erza's feet, Lucy rushing forward crying his name with worry. Gray yelled upward, "Stop her, Rae! You won't let her hurt us, I know you won't!"

Kyja rolled her eyes. "She can't do anything, you thick-headed fairies. The host is simply a source of power and information for me." Narrowing her eyes at Gray, she smirked with superiority and pride. "And you shouldn't be talking to her about an iron will. After all, didn't your own stubbornness end with your master dead and fellow student of hers wasting his life away on seeking vengeance and justice?"

And just like that, Gray was frozen in place, throat a block of useless ice. _How could she know about all of this? It's impossible! Even if she somehow is using Ayrae's memories, she wouldn't know about Igneel!_

Kyja chuckled at their reactions, taunting, "I know everything about every one of you." Her red eyes tore across the guild members, settling on Erza for a moment. "The escaped slave..."

Her gaze turned to Lucy. "The runaway heiress with nothing to inherit..."

The Strauss siblings. "The broken family that has nothing but the weak bonds between them."

Wendy. "The child who's every home and family abandons her."

Gajeel. "The monster pretending to be a man."

A sneer spread across her lips, red eyes on Makarov. "And the father so desperate to protect what is doomed to die. After all, look at what you've achieved in your 'long life'- son estranged, your grandson banished just like your son. Oh, let's not even mention the in-laws; no, let's look at how well you've done with the children you took under your wing out of guilt. Most are traumatized, others barely holding together," She burst out laughing, an elegant sound that made the air seem to sharpen. "And look at the worst of your failures- a girl with so pathetic a will, she's now my puppet!"

Makarov, hands forming to fists, shook as he raised one as if to attack. "Release my child at once!"

Kyja let out a mocking "tsk," folding her arms with a confident sneer. "You'd never touch me like this, old fool. You'd never hurt me, even if I brought up your dead father or the mother who died giving birth to you?"

Makarov's fist swung, Kyja never even flinching as it rushed toward her, hair fluttering with the rush of air- Makarov's fist stopping inches from her face. Makarov's fist shaking, Kyja's laugh rebooted, growing stronger as she put a hand forward, hand barely brazing his massive fist as a blast of shadows burst from her palm, the column of shadows that shot forth were so powerful, Makarov was forced back several steps until the beam collided with his chest, slowly shrinking back into his normal form, crashing into a wall. Levy and Wendy ran straight for the Master, Kyja's laughter fading into a chuckle. "I was such a fool to believe any of you could offer anything amusing. I was hoping you'd at least give me something interesting to sleep on tonight."

Kyja's fists slammed together quickly, one arm moving to support the other, a smirk still crossing her lips. "Farewell, little fairies. Arc of Night: Concentrated Blackout."

And this time, Ayrae couldn't stop her.

The blast was skinny, barely as wide as her arm, shooting toward the center of them all like an arrow, the glaring black shadows meeting metal and it's destructive power letting loose, exploding violently. Metal shattered, and Erza in her shredded Adamantine Armor was sent skidding backward across the floor, the explosion still knocking them all down like dominos, though only a few were hurt by the attack itself. Cana quickly shook herself off, stumbling over to Erza, falling to her knees next to her friend. "Erza, are you alright?!"

Erza's hand barely moved as she tried to push herself to a sitting position, her face twisted in pain, Kyja smirking in pride of her power.

* * *

 _Erza. I hurt Erza and Gramps... What am I doing?! I can see... They're hurt, they're holding back fighting because they still think it's me! No no no, this isn't right, I can't do this! I-I can't hurt them anymore! I can't!_

 _Power surged through me again, the same feeling as before. I felt... in control. For a few seconds, I felt like myself, or at least part of myself. My face felt stiff from the scales as I forced my voice to work before Kyja could do anything again._

"Fight back!"

* * *

For a second, Gray was still too dazed from the explosion. From there, it took half a second to recognize the voice the spoke out. It hadn't been Kyja's prideful, dignified tone- it was Ayrae's soft, stubborn accent. Even her eyes had reverted to their usual black, wide and panicked.

Gray's eyes came into focus on Kyja/Ayrae, the two obviously struggling. Despite Ayrae being able to speak, her claws twitched angrily as her arms inched toward her throat as if to quiet herself. Ayrae's voice continued, strained and desperate. "Don't hold back, you dumbasses! I'll pull through but Kyja-" Her claws gripped at her head as her voice and Kyja's doubled together, a horrible caterwauling made from both of their voices, anger and pain echoing in the sound. Hair tangling around their claws, their chest heaved as Kyja fought for breath, eyes fading back to red.

If Kyja had been angry before, this was wrath in all its glory. The air shook with every wingbeat, the entire cavern beginning to tremble as Kyja's hate-filled eyes turned back on the guild. Now, there was much less pride, replaced by an angry wariness, even a hint of anxiety in her gaze. The elegance of her voice was gone- now, it was low and shaking with effort to keep herself under control. "You... You little fairy brats. You're somehow making her fight back, supplying your strength. I won't be overthrown!"

Gray pushed to his feet as Kyja once again hit her fists together, then throwing her hands to her sides, palms downward at the guild wizards. _She's preparing for the Night's Silence spell again._ Gray, looking around at his battered guildmates, urging, "Get up! You heard Rae- fight back! Maybe if we can keep her off balance, Rae can take over!"

Lucy put a worried hand to her mouth, biting a lip. "But... Ayrae-"

"She can take it," Gray assured, yet still unsure himself. "Don't worry, Ayrae's stronger than that damn demon."

Wendy, having healed Makarov, had now rushed to Erza's side, hands glowing blue as she worked what magic she could. Natsu pulled himself out of the rubble, standing with an angry scowl and flame jumping across his arms. Gajeel, Mirajane, Lucy, and a handful of others managed to stand, pulling to their feet.

Kyja couldn't even laugh at the ridiculous notion that they were all standing against her. No, now she was simply filled with outrage that these mortals would dare to stand against her. "This is the end of you _pathetic rats! I'm through with your pesky existence!"_ Shadows began to snake around her, thicker than before, her glowing eyes the only light from within the darkness spreading around her. "Let all within my power's si-"

A red boot crashed into her forehead, Kyja flying backward, though twisting in midair before she could hit the wall, her foot instead touching down for a moment before she pushed off, rocketing herself back at her attacker, Mirajane. Mira's Satan Soul form was enough to keep up with Kyja's rapid slashing with her claws for a few seconds, yet Kyja was faster, a clawed hand ripping across Mira's abdomen. Mira curled inwardly at the pain, slowing enough for Kyja to brutally bash her tail into Mira's chest, sending her flying into the ground with a cloud of dust and a spray of rubble.

Just as she was turning around, a metal beam collided with her chest, driving her right into the wall, Kyja unable to stop the natural shock to her body. And just like that, it became a struggle. Ayrae constantly battering for control, Kyja had to split her attention between fighting internally and externally. Quickly turning to shadows, Kyja easily escaped from being pinned to the wall, appearing behind the source of the attack. Reforming directly behind Gajeel, Kyja whispered, "Didn't think about shadow travel, now did you, Redfox?"

Gajeel attempted to turn, Kyja put her palm forward, Gajeel turning to find his eyes staring at the scales.

"Pitch Black Cannon."

Gajeel disappeared in the blast of black light, completely swallowed by the attack until it pressed him a foot into the farthest wall. A smirk started to grow before a flash of pain struck her forehead, Ayrae's constant fighting back tearing through her thoughts for a moment, just long enough for Natsu's fist to strike Kyja squarely in the cheek. The demon skidding across the ground, her wings caught in the rubble, tearing through the thin membrane and shredding them as she drove her claws into the stone, forcing herself to stop. A deep growl echoing from her throat, she stood tall, glancing at her wings. "You bastard... Do you know how annoying it is to regenerate?"

Natsu hissed, "You don't get to complain- you're just going to give our friend back!"

Natsu lunged, fists glowing with fire, he drew back his arm for a punch as Kyja slammed her knuckles together, then her palms together as if praying. "Blackness Rain." Bullet-like blasts of shadows rained down, the shadows pounding down on him, pushing him to the ground. She growled, "You little-"

* * *

 _Kyja's emotions were all over the place, making it easier to go between the cracks of her powerful grip on our body, allowing me to take control for seconds. It didn't matter what I controlled, as long as it was something that slowed her down._

* * *

Pain flashed through her mind, Ayrae once again striking at her, her legs failing to move as Ayrae held tight to what control she could muster. Unable to move, she was completely open to the glowing gold fist of Leo as he shot forward, yelling, "Sorry about this, Rae! Regulus Impact!"

Kyja, trapped where she stood, caught his fist in one clawed hand, though his second blow was a direct strike, colliding with her collarbone. Kyja stumbled back a step, more scales falling away as her chest steamed from the blow, much worse than before.

* * *

 _Whatever control I'd managed suddenly slipped away. The pain was like yet another layer of darkness, weighing down on me, trying to drag me down until I couldn't get up. I was fighting as best I could, but the pain was getting to me. Yet I was starting to realize something else. When I'd had partial control, Kyja had felt the pain of Leo's attack. Not all... but something._

* * *

Lucy immediately picked up, realization striking her as she murmured, "It's still Ayrae's power... And she could be hurt worse by Light magic. Never this bad, but Kyja must be amplifying it, making her weakness even worse!" Cupping her mouth to amplify her voice, she called, "Loki, she's weak to your magic!"

The spirit smiled coyly, adjusting his glasses. "Then I suppose it's up to me. Just for the record, I don't enjoy beating a woman."

Kyja, eyes closed and one hand on her injured chest spoke with her voice shaking in anger. "Then you're lucky I'm no woman." Full control back, her foot formed a crater in the stone as she pushed off, head forward like a charging bull, Leo not fast enough to dodge as her horns drove into his chest, Leo crying out in pain as he began to dissolve into light.

Lucy screamed, "Loki!"

Kyja stood as he faded completely, having retreated back to the Celestial World. Vainly rubbing her horns as if to clean them, she smirked at the young blonde. "I'm a demon, little fairy. Your spirits can't touch me."

Tears in her eyes, Lucy snatched her whip out, the fleuve d'étoiles extending in its glowing glory. "You've hurt my friends... You stole Ayrae's body! I won't let you get away with it!" She drew back her arm, lashing out with the whip's end aimed right for Kyja's head, the demon's hand lashing out, snatching it from the air before it could touch her.

"Stupid little fairies. You think a whip can-" Her voice broke off as a new burst of pain spread from her head- and the hand gripping Lucy's whip.

* * *

 _It was a familiar pain- I'd felt it a few times before when I'd gotten on the wrong side of Light Magic. I struck out as Kyja gloated, taking control, refusing to let go this time, regardless of pain. I wouldn't let go of the whip, the pain burning- yet it wasn't as strong as it should've been. It was clear to me now: whoever was in control was the one who felt no pain. Sharing it like this... they were sharing the pain together._

* * *

Kyja stared wide-eyed in disgust and pain at her clenched hand, scaled fingers burning as she shook her arm. "Wh-What is this?! Let go, damn it! _Enough!"_ She raised her free arm, growling, "Dark Claws." Small knives of darkness appearing in her hand, she slashed downward, the darkness barely managing to cut through the fleuve d'étoiles. Quickly pulling her arm away, Kyja examined her shaking hand, almost half the scales sheered away, though not as bad as her first hand. Turning, she was completely unprepared for what she met.

"Ice Make Hammer!"

Kyja began to dodge, yet as she did, her legs failed to move once again, the massive icy hammer gaining a direct hit, sending her flying into the next wall, a sickening _snap_ echoing through the temple. Kyja fell forward, stumbling as she landed on her feet, one of her wings snapped and bleeding, dragging on the ground with the bone pointed out. Kyja scowled as she reached behind her, ripping the wing off from the base, the fallen appendage dissolving as she dropped it. "You're becoming more than an annoyance, little beasts."

Gray, still in his stance, shot back, "And you're just a body-snatching monster! Give up before we have to-"

"Do what? What can you do?" Kyja, with hands on her hips, suddenly smirked again. "Your little friend is strong, I'll give her that, but she can't take full power from me. And your pointless fighting? You don't have the guts to kill me, so the best you can do is make this body unusable to me. I'm not sure you're willing to go that far, either."

Gray admitted, "No. We won't. But we also don't have to."

Kyja, unaware of a small creature flying above her, felt curiosity perk at Gray's words.

* * *

 _My best opening. I took my chance, pouncing on Kyja's weakness and refusing to let go. I could feel it- I was fading fast, running out of energy. I couldn't keep this up with how blurry both of our vision was becoming. It was too much to fight with so little strength. If we don't end this soon, I'm going to lose._

* * *

Kyja exhaled sharply at the sudden lack of mobility, her entire body stiffening this time, refusing to move. Gray ordered, "Happy, now!"

The blue cat stopped circling above, dive-bombing Kyja with white cloth in his hands. Kyja's fingers barely could twitch as the cat tried to quickly wrap the bandages around her neck. As he finished getting a single layer around her neck, Kyja began to yell in rage before her eyes seemed to flicker between colors, red and black flickering uncertainly.

Happy still looping it around her neck, Kyja moved as if she were in slow motion, Ayrae hindering her the whole way. Levy, helping the Master to his feet, called with pride, "We were worried something like this might happen, so we sent Jet to Porlyusica to get enchanted bandages!"

Makarov glared with a righteous fury, a certain finality to his words. "The same that kept you at bay when Ayrae was growing up with us- and after us."

Kyja, her slow motions slightly faster, her claws near her neck, Happy hurriedly tying them in a messy, over-complicated knot. "Those barely worked when there was only a portion of my consciousness, old man!" Despite her words, it was obvious she was desperately fighting for control, her eyes more black than red, Ayrae's voice underlying hers slightly, Ayrae's magic already turning the white cloth a dark gray, almost black.

Makarov replied, "These are strong enough to hold you while we find a solution, demon. They're stronger than the last, and Ayrae is more powerful than she was before."

* * *

 _The darkness was splitting, parting around me, filling with light. I felt... Almost in control. The cold, numb feeling was fading away, a warmth filling m-_

 _Pain._

* * *

Kyja's eyes cleared to red once again, her motions unhindered as in one quick swipe, she swatted Happy out of the air, claws tearing at her throat, trying to rip the bandages off her neck. Pulling at the cloth, they seemed invincible to her efforts. Quickly figuring out it wouldn't work, she turned her eyes on the guild wizards. Rage in her eyes, she was quickly realizing with the bandages, this was a fight she couldn't win. "I know when I've lost- it's not a familiar feeling, but I know." She raised one of her clawed hands, raising her voice angrily. "But I'm a bit of a sore loser!"

Her claws slashed across her own abdomen, five lines of red quickly sprouting as Kyja completely relinquished control. Her eyes turning black, her scales faded to an ashen grey, flaking away as if cold cinders in the wind. Wings, tail, and horns following suit, Ayrae was swaying on her feet, normal except for the dripping claw marks across her stomach. She managed to stay standing for a few seconds, smiling blankly. "Free..."

She started to fall, Gray racing forward, dropping to his knees and skidding for a moment to catch her, grabbing her by the shoulders and laying her head in his lap. Wendy ran as fast as she could, tripping over rubble as she hurried to reach Ayrae.

Gray's chest shook with his pounding heartbeat, urging, "Eyes open, Rae! You did good, you just need to hold on for a little longer."

Ayrae blinked in agreement, Wendy reaching them. Quickly kneeling beside Ayrae, the girl already looked pale from healing both Makarov and Erza, yet she placed her hands just over Ayrae's wound, her hands glowing a gentle blue. "Just hold still, I'll trill to stop the bleeding."

Gray, barely aware Wendy had arrived, still had his hands on Ayrae's shoulders. Her shaky hand reaching up to her shoulder, her fingers rested on his, still smiling. "I think... we won."

Gray nodded. "Yeah. We did, Rae."

Ayrae closed her eyes, aware of the angry, churning darkness in the back of her mind, yet not afraid.

 _I'm not a monster. Not yet._

 _Now... I'll never become one again. I won't allow it._

 **Please review!**


	35. At the End of the Day

**Okay, I'm so sorry about the long wait! I was smacked in the face with a massive dose of writers block and I just... okay, I really didn't get past it. This one chapter is all that was stopping me- I'm actually extremely hyped about the Tenrou arc. I still don't know what it is, but something about this chapter just frustrated me so much, I couldn't even do it like I wanted to. I still got in the basics of what I'd planned, but it's just not as refined. I'm sorry for the drop in quality, but from here on out, I'll be back into the zone! Still, as much as I wanted to do more aftermath, more conversation afterward, but this is all I could summon the strength to do. So yeah, sorry, but I simply don't have the heart.**

 **Thank you all so much for your patience in waiting for this- don't worry, from here on out, the chapters will be much more consistent, longer, and better!**

 **Thank you so much to those who are new and old to the story, and a special thanks to those who've reviewed! It really helps the writing process more than you know when I understand what you loved about it and what I need to fix.**

It was a long trip back to the guild hall, injuries many but none too serious. Wendy had nearly passed out after healing Ayrae's injuries, the guild now collective moving back across the border, returning to Magnolia. The members nursed their wounds for three days, waiting for Ayrae to wake up, worry running high for the girl. Porlyusica had stopped by, declaring that Ayrae _should_ be fine, assuming Kyja didn't have an adverse effect on her that the healer couldn't detect- a fact she made sure they understood. She'd laid even more enchantments on the bandages that the girl wore before screaming angrily at Makarov for his stupidity and storming out of the room.

Throughout the three days, it was as if time had slowed down. The guild never was quite as rambunctious, the glances upstairs always present, just as the constant knowledge in the backs of their minds that Ayrae might not really be okay. Lucy visited often, usually with Natsu and Happy in tow, Erza picking out the best flowers she could find, Wendy stopping in and trying to subtly heal her, hoping to speed up her recovery. Gray spent as much time as he could waiting by her bedside, looking after her while she slept.

The sun was gleaming on the fourth morning, Gray asleep in a chair next to her bed, slumped backwards and shirtless as ever, he snored along as Ayrae shifted in her sleep under the sheets. Letting out a soft groan at the sun on her face, she slowly blinked blearily, head slow as she tried to process her surroundings.

"What the..." The girl slowly sat up, wincing at the stiffness in her heavily bandaged arms, glancing around as everything started to make sense, her head pulsing and numb. She recognized the Fairy Tail spare room, which was basically an infirmary at this point, for how much people were in it with injuries. It took nearly an entire minute for her to conclude that there were indeed flowers on her bedside and another minute to figure out they were purple.

Her eyes fell on Gray, snoring in his chair, a small, albeit confused smile on her lips. She didn't quite understand her surroundings, just slowly pulling together what was around her and a strange feeling of being cold. The window, the soft sunlight that crept in the window. Slowly, her head was pulling together, her thoughts finally solidifying- only for the recent events to flood back in.

Kyja.

Demon's Shadow.

Diviner, Doppelganger, Gray...

Her hands quickly moved to her throat, running along the lines of her bandages, extending her arms in front of her to look at the already blackened cloth around her wrists and biceps. _Oh no... Shit... I actually did it. I let her take over like a coward._

The girl shoved aside the sheets, suddenly turning red at realizing what she was wearing. Her black leggings were torn, yet still in decent shape- it was the shirt. A simple white button up that was all too familiar- Gray's shirt. Her face turned red, realizing her robes must've been too tattered to wear any longer. She really didn't want to think about whether or not Gray was around at the point when she was between garments.

Turning, she slid her legs off the bed, her toes grazing the cold wooden floor. Trying to stand, her legs buckled, falling right back a a sitting position, the sound waking Gray with a jolt. Sitting up rapidly in his chair, he blinked at her for a second before grinning. "You're finally up!"

Standing quickly, Gray moved toward her, aiming for a hug, hesitating just short, eyes on her bandaged arms, wary in case he might hurt her. Seeing this, Ayrae teased, "I'm not made of glass, Fullbuster."

Gray took the hint, wrapping his arms around her, though he still was careful. They didn't know all the damage that had been done. Pulling away, he joked, "We were starting to worry you'd never get up."

Ayrae slowly nodded, managing a smile. "Yeah, I'm betting I napped a whole day away."

Gray snorted. "Try three."

Ayrae's smile gained sincerity as she questioned, "That seems to happen a lot lately. It seems you guys are bad for my health."

Gray shot back, "And you're hell for my peace of mind."

Ayrae frowned, tapping her chin. "Wait, isn't that my job? What do I get paid for that?" The two exchanged a look before making horrible efforts to stifle their laughing. Ayrae could tell that Gray needed this as much as she did- just as she was trying to avoid thinking about what had happened, Gray was looking for assurance she was alright. She'd give him that, even if it wasn't quite true.

 **Too true, little one.**

The familiar voice seemed to echo for a moment as Ayrae processed what she was hearing, her blood suddenly running cold as she tried to push to her feet, eyes wide in panic. "Kyja?!"

Stumbling as she tried to stand, Gray quickly stepped forward, catching her before she could even start to fall, looking around for the threat. "Where?"

 **Oh, this is adorable. Yes, look and look for me, but you'll never see where I am.**

Ayrae's head whipped around in horror, heart pounding as she tried to find where her voice was coming from. "How are you separate from me?!" Gray's arms still on hers, he didn't let go, now staring at her, eyes muddled with confusion.

 **But I'm not, love. I'm right here- just like I've always been. Just strong enough to speak my mind these days.**

Gray looked around, quietly saying, "Rae, there's nothing here."

Ayrae's chest rose and fell rapidly, eyes still wide with panic. "H-How... I can h-hear her..."

 **Obviously, you little brat. I don't have control of our body- I'm simple speaking in our shared mind. I figured even you could understand that much.**

Ayrae's hands clamped over her head, hoping to block out the voice to no avail as she mashed her eyes closed, growling under her breath, "Get out of my head! Leave me alone!"

Gray quickly circled her to be face to face, still holding her up by her shoulders. "Rae, what going on? Rae?"

 **I'm afraid I can't do that, love. You've given me few options with your ridiculous willpower. I'll admit, you're more than I expected- but you can't contain me like before. These bandages may keep me from gaining control, but they can't silence me. No matter what you do, I'll be right here, waiting for my moment.**

Ayrae shook her head, swaying in Gray's grip as he yelled for help. "Rae, come on, talk to me!"

Ayrae tried leveling her breath, though her panic stayed the same. She managed to murmur, "I can hear her... She's in my head..."

Gray's face creased in worry as the door burst open, Porlyusica sweeping in, quickly ordering, "Sit her down, you idiot!"

Gray quickly guided Ayrae back a few steps to the bed, Ayrae still clutching her head. Gray whirled to Porlyusica, the woman now running her hands over the bandages on Ayrae's arm, looking for tears. "What the hell is going on?!"

Porlyusica snapped, "Shut up, you brat! I'm trying to find that out!" Gray backed up slightly, Porlyusica trying her best to pull Ayrae's arms away from her head so she could inspect them, Ayrae's grip releasing as the healer found her bandages to be intact.

 **Ha! This old hag things thinks she can block me out? She's done everything in her power and both of you are barely holding me at bay. No my little Shadow, you're stuck with me for the rest of our lives- though I assure you, I'm going to be freed very soon.**

Ayrae whispered, "No... I won't let you..."

Porlyusica scowled as she growled, "What do you hear?"

Ayrae fought to differentiate what was in her head, recognizing the woman's voice. "Kyja... I hear her... She's in my head."

Porlyusica frowned, leaning forward to look at the back of her neck, brushing aside Ayrae's hair. The bandages wound tight, the woman noticed something that hadn't changed since they'd brought the girl here. The veins from underneath the bandages and running into her hairline were visible, only because the blood ran black. Branching out from the hidden lacrima, Porlyusica had tried every cure she knew of that could help, nothing making the coloration disappear.

She didn't dare try to remove it, the risk too much that it would kill her. Reaching out, the woman barely brushed a finger against the blackened skin, rapidly pulling back from the same bone-chilling cold that had been there since she'd returned. Looking at her fingertip, frost had already spread almost to her joint.

Rubbing the icy coating on her dress, she sighed. "I was afraid of this. The connection between the lacrima and her skull can't be covered. I tried, however the bandages were destroyed by the magic protecting it. I believe Kyja is putting all her power into defending this connection. I can't sever it or remove it without severely injuring her, perhaps killing her. There's nothing I can do."

 **You hear her? I'm here to stay, love. And I promise you, until I get control back, you'll be hearing from me often. We're two sides of the same coin now, sweetheart.**

Gray could only watch Ayrae cringe, her fingers nervously twisting her hair, wondering what Kyja was saying. The demon had known so much about them, she'd gotten in their heads... He could only imagine how it was when she was literally in her head. "Rae?"

Ayrae was slowly pulling her breath back into a slower rhythm, a small smile spreading across her lips as she looked up. "Don't worry, I'm fine."

 **As if, though I'll applaud your efforts. You're getting better at lying.**

Gray scoffed. "You're not fooling anyone, Rae. You're anything but fine."

And yet Ayrae smiled, carefully placing her hair back behind her shoulder, over the back of her neck. "Actually... I think I might be." Her smile was growing genuine as she examined her hands as if wondering what they were for. "I always was terrified of Kyja getting loose, of being too weak to hold her back. Well, I was. But I think now... I can take it."

Porlyusica scowled. "You have a demon in your skull, you idiot. Nothing about this is okay." Storming over to a small table, she rapidly flipped through the pages of a book, mumbling to herself.

Ayrae protested, "This isn't that bad, I swear! I just panicked because I thought she was gaining control. I'm used to her annoying, 'I'm-better-than-you' talk."

 **Well, I'm _am_ better than you.**

Gray frowned, asking, "This isn't the first time?"

Ayrae shook her head. "Gray, when I was younger, I couldn't keep her out of my head like I could, let's say four days ago. I heard her all the time back then, and even a few days ago, sometimes she'd slip in a word. So what if she's a little louder? I'll live."

Porlyusica looked like she was actually going to accept this grudgingly when she turned to see Ayrae trying to stand up. Suddenly, Ayrae found herself in Porlyusica's shadow, sweating in terror of the pink-haired woman's rage. "What the hell do you think you're doing?! You go head to head with a demon and within minutes of waking up, you try to stand? I swear, you kids get dumber and dumber every time I see you! Now, you're going to sit there and you're not going to give me any trouble, _got it?"_

Ayrae, suddenly seeing a bit of resemblance between Kyja and the healer, weakly agreed, "Yes, ma'am."

 **You really are pathetic. You can't even hold your own against a powerless old witch?**

Porlyusica backed away, even Gray having slightly pressed against the wall and out of her range of wrath. "In that case, I'm done here. I'm sure being around you fools has lowered my intelligence significantly."

Ayrae smiled, offering, "Thank you, Porlyusica. You've done a lot for me. I couldn't ask for anymore."

She could see the older woman felt guilty one of her many remedies didn't hold the answer, yet Ayrae was legitimately content. She was free of the fear that had overtaken her for years, even if she had a constant whisper in the back of her mind. She would've had that even without Kyja.

The pink-haired woman gruffly excused herself from the room, Gray glancing worriedly back to his friend. A few seconds of silence pervaded until Ayrae's cheeks tinted pink. "... Thanks for the, uh... shirt."

 **Aaaand now you're a blushing village girl. Wonderful. I'm ecstatic to share a body with you over the next hundred years.**

Gray fought to keep the blood from rushing to his face, appearing calm as he shrugged. "Your robes were coming off while we brought you here, so I did what I could. Porlyusica said not to irritate your wounds with tight clothes, so we didn't switch them."

Ayrae suddenly smirked. "'We?'"

 **You humans are absolutely ridiculous. Pull yourself together- it's just embarrassing at this point.**

Gray couldn't keep down the red that highlighted his cheeks, turning away as he attempted to keep his voice level. "I meant the girls! You know I wouldn't- you know I'm not..."

Ayrae tried to keep from laughing as she played dumb, tapping her chin as if contemplating. "Well, I know you're a bit of a pervert..."

Gray shot back, "As if! It's just an old habit!" The two stared for a moment before bursting out laughing.

 **Oh my immortal creator, just either kiss, fuck, or murder each other. That's all you humans ever do.**

Ayrae couldn't ignore that particular piece of Kyja's grumbling, her face turned a deep shade of scarlet, though it was at least disguised by their laughing. Still, when the laughter died out, their moment of levity had had its run, the hidden elephant in the room rearing its head. Gray glanced at her hesitantly, weighing his options before steeling himself for what was coming.

"Rae, are you really alright?"

Ayrae's blush started to fade, her smile slipping. "Gray, I know this is hard to understand- I'm even surprised. But... I think I'm going to be okay." Glancing past her friend, she whispered, "Is Porlyusica really gone?"

Gray nodded slightly. "Yeah, she should be. Why-"

Ayrae immediately stood, swaying for a moment as she did. "Finally. I want to be on my feet again."

Gray immediately insisted, "Porlyusica said-"

"Yeah yeah, but I feel perfectly fine." Ayrae winked at Gray, assuring, "Besides a bit of stiffness, I actually feel pretty good."

 **Yes, and isn't it obvious why?**

Ayrae ignored the demon and Gray stared at her, one eye twitching. "You. Were. Bleeding. Out. If Wendy hadn't been there, you would've died! And you're 'fine?!' Rae, you-"

Ayrae reached out, hands clasping onto his. "Gray, I know it was hard to face Kyja, but you have to understand when I say that. I really shouldn't be okay, but I am. Please, just take my word for it."

 **And why should he? You've not exactly been truthful over the last few years. You're lying to him now, even if not about your well-being.**

Gray felt warmth in his cold fingers from her touch, yet his eyes were still cold. "I watched you turn into a _demon,_ Rae. You had horns, scales, and a tail. You expect me to think you're okay after that?"

Ayrae glanced away, not noticing how her hands tightened around his. "Gray, are you sure..." She hesitated, steeling herself for what she was going to ask. "Are you sure this isn't about Deliora?"

 **Ah yes, Deliora. He really was one of my better siblings, though he was still below me. A shame that ice bitch killed him.**

Frost spread across Ayrae's fingers, Gray's hands shaking with a mixture of grief and simmering anger. His voice was burning with obvious outrage that she'd bring his past forward. "The hell is that supposed to mean?"

Ayrae fought the urge to looking away, keeping her eyes on his despite his intense glare. "That you've lost a lot to a demon and you don't want Kyja interfering with what you've built here."

 **Interfere seems to be a weak word for what I would do. Obliterate, decimate, ravage- oh, I like that last one.**

Gray pulled away, crossing his arms as he growled, "We're not discussing this. Not right after you woke up." He let out his breath, his anger obviously fading as he reined himself in. "Come on, the rest of the guild will be coming in for the day soon. They'll want to know you're okay."

Ayrae nodded, allowing the subject to slip as she walked toward the door, peeking out warily as she whispered, "Is she here?"

Gray smirked, walking back to the window in time to see a pink head disappear around the corner of a house. "You're safe."

"I swear, if you're lying to get me stuck in bed for a week, I'm going to frickin' kill you." Walking out into the hall, she kept a wary had on the wall just in case her legs gave out again, despite the strange lack of pain she felt.

 **Zeref's immortal power, you're ridiculously stupid. You don't even understand our connection?**

Ayrae took a deep breath, trying to tune out her voice in the background as Gray walked behind her, wary of her shaky stride.

Reaching the steps, only a few had trickled in for the day so far- Mirajane seemed to be the only one who had arrived yet. At seeing her, Mira quickly smiled behind the bar. "Ayrae, you're up! How are you feeling?"

Ayrae returned the smile, starting down the steps. "Pretty good, conside-" Ayrae was cut off as her ankle fell out from under her, Gray too slow reaching forward to keep her from falling straight forward and slamming her head against the next step.

 **Fuck!**

Before anyone could even say a word, she immediately sat up, a confused frown on her face. "... I could've sworn that should've hurt."

Gray was quickly by her side, holding her by the shoulder. "Rae, what the hell do you mean?"

He reached out, worried eyes on the cut across her forehead, bleeding down her temple. Freezing the wound, Ayrae reached up, touching the ice. "Wait, I-" The pieces quickly fell into place.

 **Took you long enough, you fool. Try being careful for awhile, kiddo.**

Staring at the steps, Ayrae slowly said, "I think... Kyja's trick of me feeling her pain might've been reversed. I don't... feel any of it." She once again touched her forehead then looked to her hand as if expecting to see blood. "I'm really not sure if I should be terrified by this or excited."

 **It all depends on your perspective- do your human survival instincts depend on pain?**

Ayrae didn't really feel like answering her personal demon, instead standing with a bit of support from the railing and Gray, she shot Mira a smile before turning the gesture to Gray to her side. "Don't worry, we're all good."

Gray looked like he wanted to strangle her at this point, Mira simply worried. "Are you sure? I could still go get Porly-"

"No!" Ayrae quickly protested, eyes wide. "Please, I've got one demon on my ass- I don't need the pink one too." Making it to the bottom of the steps without further incident, she pulled loose of Gray as she resisted the urge to pick at the ice. "I'll just ask Wendy for a bit of help when she gets here. It can't be that bad, after all."

Mira wrapped her in a hug, Ayrae glancing away. All she could think about the feeling of her claws in Mirajane's side during the fight, slamming her to the ground. She softly whispered, "I'm so sorry."

Mira insisted, "Don't be- it wasn't you." Holding her friend at arms length, the white-haired girl smiled kindly, as if nothing had happened. "Wendy fixed me right up- I don't want to hear any more "sorrys" today- everyone already knows, and we understand."

Ayrae nodded slowly, though obviously wasn't in agreement.

Sitting down with Gray at a booth, the guild slowly filing in. The day passed quickly, no one really talked about what had happened- at least not loudly. It was obvious to Ayrae everyone was trying to hold back their questions, attempting to avoid upsetting her or bringing it up too soon. Instead, they simply asked how she was, if she was alright- she'd lie and say she was fine, barely even realizing the day had been passing so quickly.

However, the after-victory partying hadn't died out yet. Despite Cana having drained a large amount of their alcohol supplies, the guild went their usual brand of wild, despite the circumstances. Ayrae displayed her usual aversion to alcohol as the night grew darker, a massive fight breaking out that wiped out most of the guild.

Most.

Ayrae couldn't sleep.

After being unconscious for several days, it was as if her body simply wouldn't obey, insisting she'd rested enough. Every time she closed her eyes, a cold chill would flood through her body, freezing her blood and a feeling like frostbite over her skin.

 **Good luck sleeping anymore, little fairy.**

Glancing to the side, Gray still snored softly in the booth beside her, head lolling back, Juvia sleeping quietly, head resting against her folded arms on the table.

Somehow, Gray's touch had been helpful. The cold she felt whenever she touched him was... different. Less like a threatening blizzard, and more like a gentle snowfall. It was comforting, just being around him- it was just so... familiar.

Slowly, she sat up, trying to keep quiet so not to wake Gray slumped beside her, wincing slightly at how her arms pulsed painfully at the movement. Her arms wrapped in the new bandages Porlyusica had made, twice as powerful as the last set with how many layers of magic she'd inlaid this time. Looking around as if expecting the pink-haired healer to appear from the floorboards, she slipped under the table so not to wake Juvia or Gray as she slipped outside, quickly using a short burst of magic to leap up to the roof.

Pulling herself onto the roof of the guild hall, laying back against the shingles with her eyes tearing through the sky, she smiled vaguely at the constellations she had met in human- or mostly human- form. She couldn't rest, so the best she could do was to at least stay up here and think- besides, after so long as Guildless, she always felt more at ease outside a building.

"At first, I thought you were running off again."

Ayrae blinked, smiling sheepishly at seeing Gray easily jumping up onto the rooftop. Seating himself next to her and laying down, arms folded behind his head as he closed his eye, he continued, "But you always have loved the outdoors."

Ayrae felt the heat rise to her cheeks, looking back to the stars. "Don't worry. I wouldn't leave again. Not alone, at least."

Gray nodded, the two of them sitting in silence for a few minutes, simply enjoying the warmth of the night.

"I fought Doppelganger." Ayrae's breath hitched, black eyes creeping over to Gray, who smiled at the sky as he broke the silence. "She knew about this one time… When we were younger, I saw how you loved Happy. I tried to find a cat for you in the streets, but when I couldn't, I-"

Ayrae's heart stopped, the beat seeming to fall away completely. "Made one yourself from ice."

Gray opened his eyes, still smiling. "Erza caught me. I thought she was the only one who knew, but Doppelganger must've been watching." Turning to her, he acknowledged, "Your turn."

Ayrae stared for a moment, realizing what he meant. It was the Secret Game, the one they'd play as kids, exchanging stories to understand one another. Her cheeks tinting pink, her feet rubbed back and forth on the shingles. "Uh… Not quite. I guess my secret is that I knew you were looking the whole time. I saw you were missing, so I went looking for you. I heard you muttering to yourself about how you couldn't find the right one, though Erza made me promise never to tell you." The pink in her cheeks suddenly flooded away. "Oh shit…"

Gray felt embarrassment flush through his chest as Ayrae nervously laughed at the shingles. "If I had to guess, Diviner probably had some lackey with Memory Magic, snooping on my mind for some way to trick you guys." Looking wide-eyed at the sky, the girl whimpered, "Erza's going to freakin' kill me..."

Gray laughed, taking a moment to think of something for his turn as he smiled to the stars. These calm nights with Ayrae... It was peaceful, calming. Ayrae was one of the closest people in his life, and when they could simply sit together, friends beneath the stars and speaking... It was one of the things he'd missed most from being young. "Hmm... Well, for my sixteenth birthday, the guild tried to throw me a surprise party. I found out beforehand, though. I still pretended it was a surprise."

Ayrae gave a small snort. "Well, that was a little underwhelming. I'll be pouring out my soul and that's all you've got?"

Gray chuckled. "Well, I'll make the next one good. Now if you're going too 'pour out your soul,' go ahead."

Smiling, she lowered her head, one hand moving to her throat. The arrowhead strung on a leather strap, the necklace managing to have stayed with her, through all her fighting and all her travels. "This arrowhead was... I suppose you could say a gift from my brother. We didn't have birthdays, but we decided that we would choose our own. I choose to be born exactly on the day we were choosing our birthdays, May 15. As a present, my brother Hunter taught me archery. I'm miserable at it of course, but it was fun while I was learning.

"One of my shots shattered against a wall, and I kept this as a bit of a souvenir." Closing her eyes, her fingers closed around the plain arrowhead, the edges too dull to cut her. "It's a reminder for me. No matter how broken I am, no matter how I've been hurt- I can always pick up the pieces and keep moving."

Gray's hand crept over hers, eyes soft as powder snow. "You know, we're always here to help keep you in one piece, Rae." He didn't have to say what she could hear under the words: _I'm_ always here.

Ayrae smiled faintly, though there was obviously something else bothering her. "I know, and there's nothing I appreciate more."

Gray paused before pressing for the unsaid words, "But?"

"But," Ayrae looked back to the stars. "I'm afraid one of these days I'm going to break, and I'll be in too many pieces. I... I won't be able to be put together again."

Gray made a small sound of surprise, his heart suddenly aching. "I won't let that happen."

Ayrae simply looked at the streets below, nodding numbly. "Yeah. I guess you're right."

 **You humans are so pathetic. You can't hold a conversation even when I give you some quiet.**

It was silent again. Hands still touching, they laid on the roof, no words left. Their game was over, Ayrae's powers not even enough to keep her from falling asleep, Gray tumbling as well, the abyss of rest swallowing them, their hands tightening around one another's as they slept.

* * *

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